20250630_BNBA_Penyampaian Bukti Iklan_31909969_lamp3.pdf

    Director                                                   : Edwin Suryahusada.
    Director                                                   : Aditya Putra Utama.
    Director                                                   : John David Nehemia Engelen.

C. CHAIRPERSON OF THE MEETING
   The Meeting was chaired by Daniel Budi Dharma as Vice President Commissioner/Independent
   Commissioner.

D. SHAREHOLDERS ATTENDANCE
   The Meeting was attended by the shareholders and/or their proxies, which represent
   3.123.172.619 shares which constitute 92,18 % of the total number of shares with valid voting
   rights issued by the Company.

E. THE OPPORTUNITY TO SUBMIT QUESTIONS AND/OR EXPRESS OPINION
   The Shareholders have been given the opportunity to submit questions and/or express opinions in
   the agenda of the Meeting. The number of shareholders who raised questions and/or gave
   opinions is as mentioned in point G below.

F. DECISION MAKING MECHANISM
   Meeting decisions are made by way of deliberation for consensus. If deliberation to reach
   consensus is not reached, then a vote will be held and then submitted by the Securities
   Administration Bureau to the Notary as an independent public official.

G. RESULT OF VOTING/DECISION MAKING
   The result of decision making through voting which includes electronic voting either through
   e-Proxy or e-Voting from the KSEI system, and the number of shareholders who raised questions
   and/or gave opinions in the agenda in the Meeting are as follows:


        Agenda             Approve             Disapprove             Abstain                Questions/Opinions

                        1,989,713,719         1,133,458,900             None                         5
       The First
                          (63.708 %)            (36.292 %)
                        1,989,713,719         1,133,458,900             None                       None
      The Second
                          (63.708 %)            (36.292 %)
                        1,989,713,719         1,133,458,900             None                       None
      The Third
                          (63.708 %)            (36.292 %)
                        1,989,713,719         1,133,458,900             None                       None
      The Fourth
                          (63.708 %)            (36.292 %)
     The Fifth *)              -                     -                     -                       None
                        1,989,713,719         1,133,440,000            18,900                      None
       The Sixth
                          (63.708 %)            (36.291 %)           (0,001 %)
                        1,989,713,719         1,133,458,900             None                         1
     The Seventh
                          (63.708 %)            (36.292 %)
                        1,989,713,719         1,133,458,900             None                         5
      The Eighth
                          (63.708 %)            (36.292 %)

    *) The Agenda of the fifth meeting is a report and therefore does not make a decision.

H. MEETING RESOLUTION

  First Agenda :
  1. To approve the Company’s Annual Report for the financial year ended on 31st of December
     2024 including the Supervisory Report of the Board of Commissioners for the 2024
     Financial Year.
  2. To approve and ratify the Company's Financial Statement for the financial year ended on
     31st of December 2024 audited by the Public Accounting Firm Rintis, Jumadi, Rianto &
     Partners as stated in its report Number : 00376/2.1457/AU.1/07/1124-3/1/III/2025 dated
     26th of March 2025 with the opinion “fair, in all material respects”, thereby granting release
     and discharge as well as full responsibility (acquit et de charge) to members of the Board of
     Commissioners of the Company for supervisory actions and members of the Board of
     Directors of the Company except for Mr. John David Nehemia Engelen and Mr. Aditya
     Putra Utama, each as Director of the Company for the managerial actions that have been
     carried out during the financial year of 2024, provided that such actions are reflected in the
     Company's Annual Report and Financial Statement For the financial year of 2024 and not a
     criminal acts.

  Second Agenda
  To approve the use of the Company's net profit Rp. 61.400.015.845,- to be used as follows:
  1. The amount of Rp. 3.000.000.000,- is recorded as “Reserve Fund”, to meet the provisions
     of Article 70 of the Law No. 40 of 2007 concerning Limited Liability Company and Article
     23 of the Company’s Articles of Association.
  2. The remaining amount of Rp. 58.400.015.845,- will be recorded as retained earnings.
  Thus agreeing that the Company will not pay dividends for the financial year of 2024.

  Third Agenda
  1. To approve to confer authority to the Board of Commissioners of the Company to appoint a
     Public Accountant and/or Public Accounting Firm that will audit the Company's Financial
     Statement for the financial year of 2025. The appointed Public Accountant and/or Public
     Accounting Firm must have a license registered with the OJK and have the appropriate
     competence with the complexity of its business and comply with the applicable terms and
     conditions.
  2. To approve to confer power and authority to the Board of Commissioners to determine the
     amount of honorarium and other requirements related to the appointment of the Public
     Accountant and/or Public Accounting Firm, taking into account audit fees that are
     reasonable and do not conflict with Bank Indonesia and OJK Regulations.
  3. To approve to confer power and authority to the Board of Commissioners of the Company
     to appoint a Public Accountant and/or other Public Accounting Firm registered with the
     OJK, and have experience in banking audits in the event that the appointed Public
     Accountant and/or Public Accounting Firm for any reason does not may carry out their
     duties, to audit the Company's financial statements for the financial year of 2025, including
     to determine the amount of honorarium and other requirements related to the appointment,
     provided that the Board of Commissioners must pay attention to the recommendations of
     the Company's Audit Committee.

Fourth Agenda
1. To approve to confer power and authority to the Company’s Board of Commissioners to
   determine the honorarium for members of the Company’s Board of Commissioners for the
   financial year of 2025, taking into account the recommendations of the Remuneration and
   Nomination Committee, the maximum amount of which will increase by 6% from the
   financial year of 2024.
2. To approve to confer power and authority to the Company’s Board of Commissioners to
   determine salaries and allowances for each member of the Board of Directors of the Company
   for the financial year of 2025, taking into account the Recommendations of the Remuneration
   and Nomination Committee.
3. To approve to confer power and authority to the Company’s Board of Commissioners to
   determine the distribution of tantieme (bonus) for the Company’s Board of Commissioners,
   taking into account the Recommendations of the Remuneration and Nomination Committee.
4. To approve to confer power and authority to the Company’s Board of Commissioners to
   determine the distribution of tantieme (bonus) for the Company’s Director, taking into account
   the Recommendations of the Remuneration and Nomination Committee.

Fifth Agenda
The fifth agenda is a report, therefore the Company did not make any decisions. The report on the
fifth agenda is regarding the Realization Report on the Use of Proceeds from the Issue of Shares in
the context of Increase in the Company's Capital by Providing Pre-emptive Rights I (PMHMETD
I) in 2021 and Increase in the Company's Capital by Providing Pre-emptive Rights II (PMHMETD
II) in 2022.

Sixth Agenda
 1. To disapprove of changes the Company's Articles of Association, including in the context of
    adjustments to the Financial Services Authority Regulation No. 17 of 2023, namely changes to
    Article 3, Article 4 by adding 1 (one) paragraph, namely paragraph (9), Article 15 paragraph
    (1), paragraph (2), and paragraph (12); Article 16 paragraph (8), paragraph (13) to paragraph
    (18); Article 17 paragraph (1), paragraph (14), and paragraph (18); Article 18 paragraph (1),
    paragraph (2), paragraph (15), and paragraph (22); Article 19 paragraph (1) and paragraph (9);
    Article 20 paragraph (8), paragraph (16), paragraph (20), paragraph (21), paragraph (22), and
    paragraph (23), as attached to the Minutes of this Meeting and are an inseparable part of the
    Minutes of Meeting.
 2. To disapprove to authorize the Company's Board of Directors with the right of substitution to
    declare in a separate Notarial deed in connection with the changes to the Company's articles of
    association, re-arrange all provisions of the company's articles of association and subsequently
    submit a request for approval and/or notification of changes to the articles of association
    company to the Minister of Law and Human Rights of the Republic of Indonesia, submit and
    sign all applications and other documents, and to carry out all other actions that may be
    required in accordance with applicable laws and regulations.

  Seventh Agenda
  1. To approve the Company's Recovery Plan for the financial year of 2024 as submitted by the
     Company to the Financial Services Authority in order to comply with OJK Regulation
     Number 5 of 2024 concerning Determination of The Status of Supervision and Problem
     Handling of Commercial Banks ("POJK No. 5 of 2024").
  2. To approve the granting of power and authority to the Company's Board of Commissioners
     and Board of Directors to take any and all necessary actions in connection with the
     submission and/or updating of the Company's Recovery Plan, taking into account the
     provisions in Article 15 of POJK No. 5 of 2024, as well as other laws and regulations.
  3. If a situation and condition occurs where the Company must implement one or several
     options in the Company's Recovery Plan, considering that the condition requires immediate
     and urgent action so that it is impossible to hold a General Meeting of Shareholders first,
     then furthermore with the implementation of one or several options that require the approval
     of the General Meeting of Shareholders, the General Meeting of Shareholders hereby grants
     power and permission to the Company's Board of Directors to implement one or several
     options in the Company's Action Plan by first obtaining the approval of the Board of
     Commissioners.

Eighth Agenda
1. To Approve the reappointment of Mr. Edwin Suryahusada as Director for the next period, with
   a term of office starting from the closing of this Meeting until the closing of the Annual
   General Meeting of Shareholders which will be held in 2030, while the members of the
   Company's Board of Commissioners remain unchanged.

  Thus, the composition of the Company's Board of Directors as of the closing of this Meeting is
  as follows:
  Board of Directors :
  - President Director            : Wikan Aryono (Wikan Aryono S)
  - Director                      : Hendrik Atmaja
  - Director                      : Edwin Suryahusada *)
  - Director                      : Aditya Putra Utama
  - Director                      : John David Nehemia Engelen
  *) with a term of office starting from the closing of this Meeting until the closing of the Annual
  General Meeting of Shareholders which will be held in 2030.

 Meanwhile, there is no change to the composition of the Company's Board of Commissioners,
 namely as follows:

 Board of Commissioners :
 - President Commissioner              : Ir. Rachmat Mulia Suryahusada, MBA
 - Vice President Commissioner         : Daniel Budi Dharma
    double as Independent
    Commissioner
 - Commissioner double as               : R.M. Sjariffudin (Mohammad Sjariffudin)
    Independent Commissioner
 - Commissioner                         : I Gst Agung Rai Wirajaya, SE, MM


2. To approve to grant authority to the Company's Directors with the right of substitution to state
   in a Notarial deed regarding the changes to the Company’s Board of Management as
   mentioned above, including but not limited to notifying the Ministry of Law of the Republic
   of Indonesia and registering it with other authorized agencies.




                                     Jakarta, June 25, 2025
                                  P.T. Bank Bumi Arta Tbk.
                                    The Board of Directors