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20250701_ERTX_Ringkasan Risalah//Risalah RUPS_31910588_lamp2.pdf
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P.T. ERATEX DJAJA Tbk.
SUMMARY MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT. ERATEX DJAJA Tbk. (“Company”)
A. Annual General Meeting of Shareholders ("Meeting") of the Company was held on
Monday, 30th June, 2025 at PT Eratex Djaja Tbk, Surabaya, Spazio Building 3 rd Floor,
Unit 319-321, Graha Festival Kav.3, Graha Family, Jl. Mayjend Yono Soewoyo,
Surabaya, time 14.00 – 15.00 West Indonesian Time.
B. Agenda of the Annual General Meeting of Shareholders
1. Report of the Board of Directors for the year 2024
2. Report on the Board of Commissioners’s Supervisory Responsibility for the year
2024
3. Approval on the Annual Report and Legalization of the Audited Consolidated
Financial Statement for the year of 2024
4. Appointment of Public Accountant for auditing Financial Report of 2025
5. Remuneration for the Board of Commissioners and Board of Directors
6. Approval on the change of composition and/or re-appointment of Board of
Commissioners and Directors
7. Approval on allocation of net profit 2024
C. Board of Commissioners and Directors attendance with details as follows:
Physical Attendance
Mr. Tonny Poernomo : Independent Commissioner
Mr. Pradeep Kaira : President Director
Mr. Bejoy Balakrishnan Director
Electronic Attendance (via video conferencing)
Mr. Ahmad Dahlan : Independent Commissioner
D. Shareholders Quorum Attendance:
The meeting was attended or represented by 1,186,094,392 (one billion one hundred
eighty six million ninety four thousand three hundred and ninety two) shares or equal to
92.19% (ninety two point nineteen percent) of the shares that have been issued by the
Company to date, amounting to 1,286,539,792 (one billion two hundred eighty six
million five hundred and thirty nine thousand seven hundred and ninety two) shares.
E. Question and Answer Session
The Shareholders and/or their proxies given opportunities to ask questions and/or gives
their opinion in the Meeting agenda.
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P.T. ERATEX DJAJA Tbk.
F. Decision Making Mechanism
Decision is taken by consensus. In the event that consensus is not reached then decision
is taken by voting. (With the current e-rups eASY.KSEI, all physical and electronic votes
are entered and counted in the eASY.KSEI system)
Decision of the Meeting
Agenda 1 : Report of the Board of Directors for the year 2024
Shareholders raised questions Agree Abstain Disagree
None 1.186.094.392 0 0
(92,19%)
Decision:
Approve Report of the Board of Directors for the year 2024
Agenda 2 : Report on the Board of Commissioners’s Supervisory Responsibility for the year
2024
Shareholders raised questions Agree Abstain Disagree
None 1.186.094.392 0 0
(92,19%)
Decision :
Approve Report on the Board of Commissioners’s Supervisory Responsibility for the year 2024
Agenda 3 : Approval on the Annual Report and Legalization of the Audited Consolidated
Financial Statement for the year of 2024
Shareholders raised questions Agree Abstain Disagree
None 1.186.094.392 0 0
(92,19%)
Decision :
Approval the Annual Report of PT Eratex Djaja Tbk for the year 2024; and legalize the Audited
Consolidated Financial Statement of PT Eratex Djaja Tbk. that has been audited by Auditor Adi
Santoso, CPA from KAP Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Rekan for the
year ending 31st December 2024 with “fairly, in all material respect”. And in so doing, it will
“acquit et de charge” honorably all the Board of Directors and the Board of Commissioners
from all liabilities for their actions during the fiscal year 2024 as long as it is reflected in the
Annual Report and Audited Consolidated Financial Statements of PT. Eratex Djaja Tbk for
2024.
Agenda 4 : Appointment of Public Accountant for auditing Financial Report of 2025
Shareholders raised questions Agree Voting Result Agree
None 1.186.094.392 0 0
(92,19%)
Decision :
a. to appoint Bp. Adi Santoso, CPA from KAP Paul Hadiwinata, Hidajat, Arsono, Retno,
Palilingan & Rekan to perform audit to the Company’s Financial Report for the fiscal year
2025,
b. to give authority to the Board of Commissioners to appoint replacement in the event when
the appointed public accountant and/or the public account firm could not execute or
continue the assignment, as long as the replacement is officially registered in Financial
Services Authority.
c. to authorize the Board of Director to decide the fee related to this appointment
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P.T. ERATEX DJAJA Tbk.
Agenda 5 : Remuneration for the Board of Commissioners and Board of Directors
Shareholders raised questions Agree Voting Result Agree
None 1.186.094.392 0 0
(92,19%)
Decision :
To give the Board of Commissioners authorization to determine the remuneration of Board of
Commissioners and Directors with compliance to the mechanism applied in the Company
Agenda 6 :Approval on the change of composition and/or re-appointment of Board of
Commissioners and Directors
Shareholders raised questions Agree Abstain Disagree
None 1.186.094.392 0 0
(92,19%)
Decision :
a. Re-appointment of members of the Board of Commissioners as follows:
1. Mr. Maniwanen as President Commissioner;
2. Mr. Sasivanen as Commissioner;
3. Mr. Tonny Poernomo as Independent Commissioner
for the next term office that will end on the Annual General Meeting of Shareholders in
2028.
This Reappointment of Mr. Tonny Poernomo is for the third periode, and He already
gave his statement letter regarding statement itself remain independent to the GMS.
The rest of Board of Commissioner Member remain still holding office until the Annual
GMS in 2027, namely :
1. Ms. Marissa Jeanne Maren Baragar as Commissioner
2. Mr. Ahmad Dahlan as Independent Commissioner
b. To re-appoint all members of the Board of Directors, as follows:
1. Mr. Pradeep Kaira as President Director;
2. Mr. Chittaranjan Gokal as Director;
3. Mr. Manish Virmani as Director;
4. Mr. Bejoy Balakrishnan as Director;
for the next term office that will end on the Annual General Meeting of Shareholders in
2028.
Therefore, the composition of the Board of Directors and Board of Commissioners by
the closing of this meeting remain the same as follows:
Board of Directors:
- President Director : Mr. Pradeep Kaira
- Director : Mr. Chittaranjan Gokal
- Director : Mr. Manish Virmani
- Director : Mr. Bejoy Balakrishnan
Board of Commissioners:
- President Commissioners : Mr. Maniwanen
- Commissioners : Mr. Sasivanen
- Commissioners : Ms. Marissa Jeanne Maren Baragar
- Independent Commissioners: Mr. Tonny Poernomo
- Independent Commissioners : Mr. Ahmad Dahlan
c. Giving authority with substitution rights to the Board of Directors and/or the Corporate
Secretary to formalize this decision in a notarial deed and to execute all and any action
required by related institution and to execute in general all necessary and usefull actions
related to the changes of the Board of Commissioners and Directors members, including
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P.T. ERATEX DJAJA Tbk.
but not limited to making any changes and/or addition in whatsoever format in
whatsoever way that are required to legalized and get a valid acceptance from any
related authorized institutions..
Agenda 7 : Approval on allocation of net profit 2024
Shareholders raised questions Agree Abstain Disagree
None 1.186.094.392 0 0
(92,19%)
Decision :
Approval on allocation of net profit 2024, as follows :
a. 10% from the net profit 2024 of USD 1,499,328 or equal to USD 149,933 to be allocated
for reserve fund as per stipulated and regulated in Article No. 70 of Indonesian Limited
Liability Law no. 40 year 2007;
b. amount USD 1,349,395 for Company’s capital purpose;
Jakarta, 1st July, 2025
The Board of Directors
Names mentioned 14 people and organisations named in the text · linked when the evidence is strong
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Auditor Adi Santoso
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Paul Hadiwinata
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Palilingan & Rekan
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Financial Services Authority
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