Skip to content
Back to announcement

20251010_KAEF_Pemanggilan RUPS_31966783_lamp1.pdf

RUPS notice Text extracted KAEF

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 4

Page 1
                              NOTICE TO THE
           EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF 2025
                            PT KIMIA FARMA Tbk

The Board of Directors of PT Kimia Farma Tbk (the “Company”) hereby announces the invitation
to the Extraordinary General Meeting of Shareholders of the Company for the year 2025
(hereinafter referred to as the “MEETING”), which will be convened on:

 Day, Date      :    Monday, November 3, 2025
 Time           :    14.00 WIB (2 PM) until completion
 Link to attend :    Access the KSEI Electronic General Meeting System (eASY.KSEI) via the
 the Meeting         link: https://akses.ksei.co.id/ provided by KSEI

In connection with the convening of the MEETING to be held electronically (e-GMS) as referred to
in the Financial Services Authority Regulation (POJK) No. 15/POJK.04/2020 concerning the
Planning and Implementation of General Meetings of Shareholders of Public Companies, and
POJK No. 14 of 2025 concerning the Electronic Implementation of General Meetings of
Shareholders, Bondholders, and Sukukholders, the Meeting will be conducted electronically
through the e-GMS system provided by PT Kustodian Sentral Efek Indonesia (“KSEI”), namely
eASY.KSEI. The Chairperson of the Meeting, Notary, as well as Supporting Professionals and
Institutions will coordinate the electronic implementation of the Meeting from Indonesia Health
Learning Institute, Jl. Cipinang Cimpedak I No. 36, East Jakarta.

The MEETING will be conducted with the following agendas:

1. Approval of the Transfer and Write-off of the Company’s Assets, representing more than
   50% of the Company’s total net assets, to be carried out in accordance with the
   prevailing laws and regulations.

   Brief description:
   The First Agenda is presented to fulfill the provisions of Article 102 paragraph (1) letter a of the
   Indonesian Company Law, Article 12 paragraph (9) of the Company’s Articles of Association,
   Article 12 paragraph (10) letter a (1) of the Company’s Articles of Association, Financial
   Services Authority Regulation (POJK) No. 17/POJK.04/2020, and POJK No. 42/POJK.04/2020,
   which require the approval of the General Meeting of Shareholders for the transfer of the
   Company’s assets amounting to more than 50% (fifty percent) of the Company’s total net
   assets, whether in a single transaction or in multiple transactions that are interrelated or not,
   categorized as material transactions with a value exceeding 50% (fifty percent) of the
   Company’s equity.


2. Change of the Company’s Management.

   Brief description:
   The Second Agenda is presented pursuant to the provisions of Article 11 paragraph (10), Article
   14 paragraph (12), Article 23 paragraph (6) letter b, and Article 25 paragraph (4) of the
   Company’s Articles of Association, which stipulate that members of the Board of Directors and
   the Board of Commissioners shall be appointed and dismissed by the General Meeting of
   Shareholders.




                                                  1
Page 2
Notes:
1. This announcement shall serve as the official invitation to the MEETING for the Company’s
    Shareholders; therefore, the Board of Directors of the Company will not send a separate
    invitation to the Shareholders.
2. The Shareholders entitled to attend and vote electronically at the Meeting are those whose
   names are recorded in the Company’s Shareholders Register (“DPS”) and/or the owners of
   the Company’s shares in securities sub-accounts at KSEI as of the closing of trading on the
   Indonesia Stock Exchange on Thursday, October 9, 2025.
3. As of the date of this announcement, the Company has made available the materials for each
   Agenda of the MEETING, which may be downloaded through the Company’s website at
   www.kimiafarma.co.id.
4. Shareholders who wish to grant electronic proxy authorization for the MEETING through the
   eASY.KSEI application must take note of the following matters:
     a. Registration Process
        (i) Local individual shareholders who have not submitted a declaration of attendance or
              proxy authorization through the eASY.KSEI application within the deadline stated in
              item 2 and wish to attend The MEETING electronically must complete their
              attendance registration in the eASY.KSEI application on the date of the Meeting until
              the electronic registration period is closed by the Company.
        (ii) Local individual shareholders who have submitted a declaration of attendance but
              have not cast at least one vote for any of the MEETING’s agenda items in the
              eASY.KSEI application within the deadline stated in item 2 and wish to attend the
              Meeting electronically must complete their attendance registration in the eASY.KSEI
              application on the date of the MEETING until the electronic registration period is
              closed by the Company.
        (iii) Shareholders who have granted a proxy to a proxyholder appointed by the Company
              (Independent Representative) or an Individual Representative but have not cast at
              least one vote for any of the MEETING’s agenda items in the eASY.KSEI application
              within the deadline stated in item 2 must ensure that the respective proxyholder
              completes the attendance registration in the eASY.KSEI application on the date of
              the MEETING until the electronic registration period is closed by the Company.
        (iv) Shareholders who have granted a proxy to a participant/intermediary proxyholder
              (Custodian Bank or Securities Company) and have cast their votes through the
              eASY.KSEI application within the deadline stated in item 2 must ensure that the
              authorized representative registered in the eASY.KSEI application completes the
              attendance registration in the eASY.KSEI application on the date of the MEETING
              until the electronic registration period is closed by the Company.
        (v) Shareholders who have submitted a declaration of attendance or granted a proxy to
              a proxyholder appointed by the Company (Independent Representative) or an
              Individual Representative and have cast at least one or all votes for the MEETING’s
              agenda items through the eASY.KSEI application within the deadline stated in item
              2 are not required to complete electronic attendance registration in the eASY.KSEI
              application on the date of the MEETING. Their share ownership will automatically be
              counted toward the meeting quorum, and the votes previously submitted will
              automatically be counted in the MEETING’s voting process.
        (vi) Any delay or failure to complete the electronic registration process as referred to in
              points (i) through (iv), for any reason whatsoever, will result in the Shareholder or its
              proxyholder being unable to attend the MEETING electronically, and such share
              ownership will not be counted toward the quorum of the MEETING.

     b. Process for Submitting Questions and/or Opinions Electronically
        (i) Shareholders or their proxyholders shall have three (3) opportunities to submit
            questions and/or opinions during each discussion session for every MEETING
            agenda item. Questions and/or opinions for each agenda item of the Meeting may
            be submitted in writing by the Shareholder or proxyholder using the chat feature in




                                                  2
Page 3
          the ‘Electronic Opinions’ column available on the E-Meeting Hall screen within the
          eASY.KSEI application. Questions and/or opinions may be submitted while the
          MEETING status in the ‘General Meeting Flow Text’ column displays “Discussion
          started for agenda item No. […]”.
    (ii) The determination of the discussion mechanism for each agenda item of the
          MEETING through written means via the E-Meeting Hall screen in the eASY.KSEI
          application shall be at the discretion of each Company and will be stipulated in the
          Company’s Rules of Conduct for the MEETING as provided in the eASY.KSEI
          application.
    (iii) Proxyholders attending electronically who wish to submit questions and/or opinions
          on behalf of the Shareholders they represent during the discussion session of each
          MEETING agenda item must state the name of the Shareholder and the number of
          shares owned, followed by the relevant question or opinion.

c. Electronic Voting Process
   (i) The electronic voting process shall be conducted through the eASY.KSEI application
         under the E-Meeting Hall menu, sub-menu Live Broadcasting.
   (ii) Shareholders who attend in person electronically or are represented by their
         proxyholders but have not yet cast their votes for any MEETING agenda item as
         referred to in item 4 letter a points (i)–(iv), shall have the opportunity to cast their
         votes during the voting period opened by the Company through the E-Meeting Hall
         screen in the eASY.KSEI application. When the electronic voting period for each
         Meeting agenda item begins, the system will automatically initiate the voting
         countdown (voting time) with a maximum duration of five (5) minutes. During the
         electronic voting process, the status “Voting for agenda item No […] has started” will
         appear in the General Meeting Flow Text column. If a Shareholder or its proxyholder
         does not cast a vote for a particular Meeting agenda item until the Meeting status
         shown in the General Meeting Flow Text column changes to “Voting for agenda item
         No […] has ended,” such Shareholder shall be deemed to have cast an Abstain vote
         for the relevant agenda item.
   (iii) The voting time during the electronic voting process constitutes the standard period
         determined by the eASY.KSEI application. Each Company may set its own policy
         regarding the duration of electronic voting for each MEETING agenda item (with a
         maximum of five (5) minutes per item), which will be stipulated in the Company’s
         Rules of Conduct for the MEETING through the eASY.KSEI application.

d. Viewing the Meeting via the GMS Broadcast
   (i) Shareholders or their proxyholders who have been registered in the eASY.KSEI
         application no later than the deadline stated in item 2 may view the ongoing Meeting
         via a Zoom Webinar by accessing the GMS Broadcast submenu under the
         eASY.KSEI menu available on the AKSes facility (https://akses.ksei.co.id/).
   (ii) The GMS Broadcast accommodates up to 500 participants, and participation will be
         determined on a first-come, first-served basis. Shareholders or their proxyholders
         who are unable to view the Meeting through the GMS Broadcast shall still be deemed
         to have validly attended the Meeting electronically, and their share ownership and
         votes will be counted, provided that they have been registered in the eASY.KSEI
         application in accordance with the provisions set out in item 4 letter a points (i)–(vi).
   (iii) Shareholders or their proxyholders who only view the Meeting through the GMS
         Broadcast but are not electronically registered in the eASY.KSEI application as
         stipulated in item 4 letter a points (i)–(vi) shall be deemed not to have validly attended
         the Meeting, and their attendance will not be counted toward the quorum.
   (iv) Shareholders or their proxyholders viewing the Meeting through the GMS Broadcast
         will have access to the raise hand feature, which may be used to submit questions
         and/or opinions during the discussion session of each Meeting agenda item. If the
         Company permits and activates the allow to talk feature, Shareholders or their
         proxyholders may deliver their questions and/or opinions verbally. The determination
         of the discussion mechanism for each Meeting agenda item using the allow to talk




                                              3
Page 4
            feature within the GMS Broadcast shall be at the discretion of each Company and
            will be stipulated in the Company’s Rules of Conduct for the Meeting through the
            eASY.KSEI application.
        (v) For the best experience in using the eASY.KSEI application and/or GMS Broadcast,
            Shareholders or their proxyholders are advised to use the Mozilla Firefox browser.

5. The Notary, assisted by the Share Registrar, will verify and count the votes for each agenda
    item of the MEETING in every decision-making process, including the votes submitted by the
    Shareholders through the eASY.KSEI system as referred to in item 4 letter c points (i)–(iii)
    above, as well as those cast during the MEETING.
6. The Company recommends that Shareholders entitled to attend the Meeting whose shares
    are held in collective custody at KSEI register their attendance ELECTRONICALLY through
    the KSEI System (eASY.KSEI) via the link https://akses.ksei.co.id/ provided by KSEI. The
    electronic registration period will open as of the date of this MEETING invitation and will close
    no later than 1:30 p.m. Western Indonesia Time (WIB) on the day of the MEETING.
7. Guidelines for registration, usage, and further information regarding eASY.KSEI may be
    accessed on the Company’s website at www.kimiafarma.co.id and/or at
    https://akses.ksei.co.id/.
8. In the event that a Shareholder wishes to attend the MEETING outside the eASY.KSEI
    mechanism, the Shareholder may download the proxy form available on the Company’s
    website at www.kimiafarma.co.id.
9. Shareholders who have granted proxy authorization as referred to in item 4 above may submit
    questions regarding the Meeting’s agenda items via email to the Company at
    corsec@kimiafarma.co.id, with a copy to DM@datindo.com. Such questions will be
    presented during the Meeting by the appointed proxyholder and recorded in the Minutes of
    MEETING prepared by the Notary. The responses to these questions will be sent to the
    Shareholder’s email no later than three (3) working days after the MEETING.
10. To ensure proper organization and orderly conduct of the MEETING, Shareholders or their
    authorized proxyholders are respectfully requested to complete attendance registration no
    later than thirty (30) minutes before the MEETING begins. Registration will be closed at 1:30
    p.m. Western Indonesia Time (WIB).


                              Jakarta, October 10, 2025
                                PT Kimia Farma Tbk
                                 Board of Directors




                                                 4

File

File Open PDF
Source IDX
Size0.12 MB
Published10 Oct 2025
Pages4
Characters15,029
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 4 people and organisations named in the text · linked when the evidence is strong

linked org KIMIA FARMA Tbk p.1 ×8
unresolved org Financial Services Authority p.1 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.1
unresolved org Indonesia Stock Exchange p.2

Extraction attempts how the parser did, and what it refused

Nothing structured was extracted from this document — the attempts below say why.

No extraction attempted yet.

↑↓ select ↵ open ⇧↵ see every result