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20250702_WINR_Ringkasan Risalah//Risalah RUPS_31911036_lamp5.pdf

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Page 1
           ANNOUNCEMENT OF SUMMARY OF MINUTES
 ANNUAL & EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
               PT WINNER NUSANTARA JAYA, Tbk


A. ANNUAL GENERAL MEETING OF SHAREHOLDERS

 I. ANNUAL GENERAL MEETING OF SHAREHOLDERS
    PT WINNER NUSANTARA JAYA Tbk (“Company”) has held an Annual
    General Meeting of Shareholders (“Meeting”) on:
    Day/Date      : Monday/June 30, 2025
    Time          : 14.17 – 15.00 WIB
    Place         : Ibis Hotel Jakarta Harmoni (Batavia Room)
                     Jl. Hayam Wuruk No. 35, Jakarta Pusat 10120

 II. MEETING AGENDA

    1. Approval of the Annual Report including the Company's Financial
       Statements and the Company's Board of Commissioners' Supervisory
       Tasks Report for the financial year ending on December 31, 2024 and
       granting of release and discharge of responsibility (acquit et de charge) to
       members of the Board of Directors for management actions and to
       members of the Board of Commissioners of the Company for supervisory
       actions carried out during the financial year ending on December 31,
       2024;
    2. Determination of the use of the Company's Net Profit for the financial year
       ending on December 31, 2024;
    3. Determination of salaries or honorariums and allowances for the financial
       year 2025 for members of the Board of Directors and Board of
       Commissioners of the Company;
    4. Appointment of a Registered Public Accounting Firm (including
       Registered Public Accountants who are members of a Registered Public
       Accounting Firm) to audit/examine the Company's books for the financial
       year ending on December 31, 2025.
    5. Report and Accountability for the Realization of the Use of Proceeds from
       the Public Offering

III. ATTENDANCE OF MEMBERS OF THE BOARD OF COMMISSIONERS
     AND BOARD OF DIRECTORS OF THE COMPANY
     1. Members of the Board of Commissioners present at the Meeting :
        Independent Commissioner    : Mr. HANDRY SOESANTO;

    2. Members of the Board of Directors present at the Meeting :
       President Director : Mr. LIU YUT MEN;
       Director           : Mrs. WAHYU MARDIYANTI, ST;
       Director           : Mr. MACHFUDZ HASAN SYAMSU;

IV. CHAIRMAN OF THE MEETING
    The meeting was chaired by Mr. HANDRY SOESANTO, as the Company's
    Independent Commissioner.

V. ATTANDANCE OF THE SHAREHOLDER
   The Company's Extraordinary General Meeting of Shareholders was attended
   by shareholders and proxies of shareholders representing 3,736,135,247
   shares or 71.36% of the 5,235,316,030 shares which constitute all shares
   with valid voting rights that have been issued by the Company.

VI. SUBMISSIONS OF THE QUESTIONS and/or OPINIONS
    Shareholders and/or shareholder proxies were given the opportunity to submit
    questions and/or give opinions for each agenda item of the Meeting, however,
    no shareholders or shareholder proxies submitted questions and/or gave
    opinions.
Page 2
VII. DECISION MAKING MECHANISM
     Decision-making on the agenda of the Meeting is carried out based on
     deliberation to reach consensus. In the event that deliberation to reach
     consensus is not achieved, decision-making is carried out by voting.

VIII. VOTING RESULTS
      First to Fifth Agenda :
      There were no shareholders or shareholder proxies present at the Meeting
      who voted against or abstained, all shareholders and shareholder proxies
      present at the meeting voted in favor, so that the decision was approved by
      the Meeting through deliberation to reach a consensus.


 IX. MEETING DECISION

   - First Agenda:
     1. Approve the Annual Report, including:
        a. Financial Reports including the Company's Balance Sheet and Profit
            and Loss Calculation for the financial year ending on December 31,
            2024, which have been audited by the Public Accounting Firm
            Jamaludin, Ardi, Sukimto & Rekan in accordance with its report Number:
            00088/2.0927/AU.1/03/1317-5/1/III/2025, dated March 27, 2025, which
            has provided a fair opinion, which is contained in the 2024 Annual
            Report; and
        b. Report on the Supervisory Duties of the Board of Commissioners, for
            the financial year ending December 31, 2024, which is contained in the
            2024 Annual Report.
     2. Granting release and discharge of responsibility (acquit et de charge) to
        members of the Board of Directors for management actions and to
        members of the Board of Commissioners of the Company for supervisory
        actions carried out during the financial year ending on December 31, 2024,
        as long as these actions are recorded in the Company's Annual Report and
        Financial Report for the financial year ending on December 31, 2024 and
        its supporting documents.

   - Second Agenda :
     Determining the use of net profit attributable to owners of the parent entity for
     the 2024 financial year amounting to IDR 7,908,736,723.00 (seven billion nine
     hundred eight million seven hundred thirty six thousand seven hundred
     twenty three rupiah) (“2024 Net Profit”) as follows:
     1. An amount of IDR 10,000,000.00 (ten million rupiah) is set aside for
        reserve funds;
     2. The remaining 2024 Net Profit whose use is not determined is included
        and recorded as retained earnings.

   - Third Agenda :
     1. Granting power and authority to the Company's Board of Commissioners to
        determine the amount of salary and allowances for members of the Board
        of Directors serving in and during the 2025 financial year, taking into
        account the recommendations of the Remuneration and Nomination
        Committee.
     2. Determining the amount of salary or honorarium and allowances for
        members of the Board of Commissioners serving in and during the 2025
        financial year to be the same as the 2024 financial year and granting
        authority to the Board of Commissioners Meeting to determine its
        allocation, taking into account the recommendations of the Remuneration
        and Nomination Committee.
     3. The amount of salary or honorarium and allowances to be given by the
        Company to members of the Board of Directors and Board of
        Commissioners of the Company serving in and during the 2025 financial
        year will be included in the Annual Report for the 2025 financial year.
Page 3
    - Fourth Agenda :
      Granting power and authority to the Company's Board of Commissioners to:
      1. Appoint and/or replace the Registered Public Accounting Firm (including
         Registered Public Accountants who are members of the Registered
         Public Accounting Firm) who will conduct an audit of the consolidated
         financial statements and books of the Company for the financial year
         ending on December 31, 2025 with the following criteria and limitations:
         a. registered and listed as an Auditor at the Financial Services Authority;
         b. working in accordance with professional, independent and competent
            auditing standards;
         c. able to meet deadlines set by the Company and applicable
            regulations;
         d. has experience in conducting audits of public companies;
         e. has received recommendations from the Company's Audit Committee.
      2. Determining the amount of honorarium and other terms and conditions
         deemed appropriate by the Company's Board of Commissioners, taking
         into account input and considerations from the Company's Audit
         Committee.

    - Fifth Agenda :
      Accepting the report on the realization of the use of funds from the
      Company's initial public offering.


B. EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

  I. PLACE OF MEETING
     PT WINNER NUSANTARA JAYA Tbk (“Company”) has held an
     Extraordinary General Meeting of Shareholders (“Meeting), on:
     Day/Date     : Monday/June 30, 2025
     Time         : 15.11 – 15.18 WIB
     Place        : Ibis Hotel Jakarta Harmoni (Batavia Room)
                     Jl. Hayam Wuruk No. 35, Jakarta Pusat 10120

  II. PLACE OF MEETING
      Approval of change of address of the Company

  III. ATTENDANCE OF MEMBERS OF THE BOARD OF COMMISSIONERS
       AND BOARD OF DIRECTORS OF THE COMPANY
       1. Members of the Board of Commissioners present at the Meeting :
          Independent Commissioner    : Mr. HANDRY SOESANTO;

     2. Members of the Board of Directors present at the Meeting :
        President Director : Mr. LIU YUT MEN;
        Director           : Mrs. WAHYU MARDIYANTI, ST;
        Director           : Mr. MACHFUDZ HASAN SYAMSU;

IV. CHAIRMAN OF THE MEETING
    The meeting was chaired by Mr. HANDRY SOESANTO, as the Company's
    Independent Commissioner.

V. ATTANDANCE OF THE SHAREHOLDER
   The meeting was attended by shareholders and shareholders' proxies
   representing 3,735,571,347 shares or 71.35% of the 5,235,316,030 shares
   which constitute all shares with valid voting rights that have been issued by
   the Company.

VI. SUBMISSIONS OF THE QUESTIONS and/or OPINIONS
    Shareholders and/or shareholder proxies were given the opportunity to ask
    questions and/or submit opinions for each agenda item of the Meeting,
    however, no shareholders or shareholder proxies submitted questions and/or
    submitted opinions.
Page 4
VII. DECISION MAKING MECHANISM
     Decision-making on the agenda of the Meeting is carried out based on
     deliberation to reach consensus. In the event that deliberation to reach
     consensus is not achieved, decision-making is carried out by voting.

VIII. VOTING RESULTS
      There were no shareholders or shareholder proxies present at the Meeting
      who voted against or abstained, all shareholders and shareholder proxies
      present at the meeting voted in favor, so that the decision was approved by
      the Meeting through deliberation to reach a consensus.


 IX. MEETING DECISION
     1. Approving the change of the Company's address, from its previous
        address at:
        Komplek Seraya Mas Centre, Blok H, Nomor 1, Kelurahan Kampung
        Seraya, Kecamatan Batu Ampar, Kota Batam, Provinsi Kepulauan Riau.
        Now adress at :
        Jln. Raden Patah, Kelurahan Lubuk Baja Kota, Kecamatan Lubuk Baja,
        Kota Batam, Provinsi Kepulauan Riau.

     2. Granting power and authority to the Company's Board of Directors, with the
        right of substitution, to take all and any action required in connection with
        the decision, including but not limited to stating/writing down the decision in
        a deed made before a Notary, which is then to submit notification of the
        decision of this Meeting to the authorized agency, and to take all and any
        action required, in accordance with applicable laws and regulations.


                            Batam, July 02, 2025
                      PT WINNER NUSANTARA JAYA, Tbk
                                 Director

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Names mentioned 7 people and organisations named in the text · linked when the evidence is strong

linked org WINNER NUSANTARA JAYA Tbk p.1 ×9
linked person HANDRY SOESANTO p.1 ×7
linked person LIU YUT MEN · President Director p.1 ×6
linked person WAHYU MARDIYANTI p.1 ×3
unresolved person MACHFUDZ HASAN SYAMSU p.1 ×4
unresolved org Sukimto & Rekan p.2
unresolved org Financial Services Authority p.3

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