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20250626_GGRM_Ringkasan Risalah//Risalah RUPS_31908845_lamp1.pdf
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ANNOUNCEMENT OF THE
SUMMARY OF THE RESOLUTION OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
It is hereby announced to the Shareholders of PT. Gudang Garam Tbk. (the “Company”) that Board of Commissioners
the Company has held the Annual General Meeting of Shareholders (“Meeting”) - President Commissioner : Juni Setiawati Wonowidjojo
on 25 June 2025, starting from 09.00 Western Indonesian Time until 10.02 Western - Independent Commissioner : Frank Willem van Gelder
Indonesian Time, at Grand Surya Hotel, Jl. Dhoho No. 95, Kediri. - Independent Commissioner : Gotama Hengdratsonata
- Independent Commissioner : Hanlim Suprianto
The members of the Board of Directors and the Board of Commissioners of the Company
who attended the Meeting were: Board of Directors
- President Director : Susilo Wonowidjojo
Board of Directors: - Vice President Director : Indra Gunawan Wonowidjojo
- Director : Herry Susianto - Director : Heru Budiman
- Director : Andik Wahyudi - Director : Herry Susianto
- Director : Slamet Budiono - Director : Istata Taswin Siddharta
- Independent Director : Sony Sasono Rahmadi - Director : Andik Wahyudi
Board of Commissioners: - Director : Hamdhany Halim
- Independent Commissioner : Frank Willem van Gelder - Director : Slamet Budiono
- Independent Commissioner : Gotama Hengdratsonata - Director : Sony Sasono Rahmadi
Effective as of the closing of this Meeting, with the term of office which will end until the closing
Shareholders and/or proxy(ies) of Shareholders in its entirety representing 1.664.988.876 of the fifth Annual General Meeting of Shareholders from the date of appointment.
shares or equivalent to 86,534 % of the total issued shares with valid voting rights that Based on the provisions of Article 25 paragraph (1) of POJK 33/POJK.04/2014 concerning "Board
have been issued by the Company, namely aggregating to 1.924.088.000 shares, taking of Directors and Board of Commissioners of Issuers or Public Companies" which states that
into account the Register of Shareholders of the Company as of 16 May 2025, independent commissioners who have served for 2 (two) terms of office can be reappointed for
until 16.00 Western Indonesian Time. the next period as long as the independent commissioner declares that he/she remains independent
to the General Meeting of Shareholders, therefore, Mr. Frank Willem van Gelder and Mr. Gotama
The Meeting was held with the following agenda: Hendratsonata, both as independent commissioners, have declared their independence as stated
1. Approval of the Company's Annual Report on the running of the Company's business in the independence statement letter.
during the fiscal year ending on the thirty first of December two thousand and twenty • Fifth Agenda of The Meeting:
four (31-12-2024); - Approved the delegation of authority to the Board of Directors Meeting to carry out the division of
2. Ratification of the Balance Sheet and Profit and Loss Statement of the Company for the duties and authority of each member of the Board of Directors, for a period of 5 (five) years or until
fiscal year ended on the thirty first day of December of the year two thousand and the closing of the fifth Annual General Meeting of Shareholders since the closing of this Meeting.
twenty four (31-12-2024); • Sixth Agenda of The Meeting:
3. Approval of the determination of the use of the Company's profits for the fiscal year 2024; - Approved the delegation of authority to the Board of Commissioners to determine the amount and
4. Change in the management composition of the Company; type of income of members of the Board of Directors, for a period of 5 (five) years or until
5. Delegation of authority to the Board of Directors meeting to carry out the distribution the closing of the fifth Annual General Meeting of Shareholders since the closing of this Meeting.
of duties and authority of each member of the Board of Directors; • Seventh Agenda of The Meeting:
6. Delegation of authority to the Board of Commissioners to determine the amount and - Approve to determine the salary and/or benefits of the members of the Board of Commissioners
type of income of members of the Board of Directors; for a period of 5 (five) years or until the closing of the fifth Annual General Meeting of Shareholders
7. Determination of salary and/or benefits of the members of the Board of Commissioners; and since the closing of this Meeting, as follows:
8. Appointment of the Public Accountant. a. President Commissioner at a maximum of forty percent (40%) of the salary and benefits of
the President Director; and
All resolutions in the Meeting shall be adopted based on deliberation to achieve consensus, b. Commissioners are at a maximum of twenty percent (20%) of the salary and benefits of
in the event that deliberation to achieve consensus is not reached then the resolutions are the President Director.
to be adopted by way of casting votes. • Eighth Agenda of The Meeting:
The Shareholders have been given the opportunity to ask questions and/or provide - Approved the appointment of Siddharta Widjaja & Partners Public Accountant Office as the Company's
auditor for fiscal year 2025 or his successor who was appointed by the Board of Commissioners.
opinions in each Meeting agenda, and as for the number of Shareholders who have asked
questions and/or provided opinions in the Meeting and the results of the voting, they are The Schedule and Procedure For Dividend Distribution for Fiscal Year 2024:
illustrated as follows: • Schedule of distribution of cash dividends:
Question/ No Description Date
Agenda Disagree Abstain Agree
Opinion
1 End of stock trading period with dividend rights (cum dividend)
- Regular and negotiation markets 04 July 2025
353.800 Vote 2.897.700 Vote 1.661.737.376 Vote - Cash market 08 July 2025
1 None
(0,021 %) (0,174 %) (99,805 %)
2 Early stock trading without dividend rights (ex dividend)
353.800 Vote 2.897.700 Vote 1.661.737.376 Vote - Regular and negotiation markets 07 July 2025
2 None - Cash market 09 July 2025
(0,021 %) (0,174 %) (99,805 %)
3 Recording date 08 July 2025
619.400 Vote 2.282.400 Vote 1.662.087.076 Vote
3 None
(0,037 %) (0,137 %) (99,826 %) 4 Dividend payment date 23 July 2025
62.137.156 Vote 2.280.800 Vote 1.600.570.920 Vote
4 None • Provisions and procedures for distribution of dividends:
(3,732 %) (0,137 %) (96,131 %)
• Cash dividends wil be distributed to the Shareholders whose names are recorded in the Register
604.400 Vote 2.282.800 Vote 1.662.101.676 Vote of Shareholders of the Company as of 08 July 2025, at 16.00 Western Indonesian Time
5 None ("Recording Date").
(0,036 %) (0,137 %) (99,827 %)
• The Shareholders will receive cash dividends which will be paid into the Securities Company’s
25.460.369 Vote 2.280.800 Vote 1.637.247.707 Vote and/or Custodian Bank’s Fund Account in one of the Payment Banks of the Indonesian Central
6 None
(1,529 %) (0,137 %) (98,334 %) Securities Depository (“KSEI”). Written confirmation of the results of the distribution of cash
dividends will be provided by KSEI to the Securities Company and/or Custodian Bank, and thereafter
25.460.869 Vote 2.280.400 Vote 1.637.247.607 Vote
7 None the Shareholders will receive information concerning the balance of their securities account from
(1,529 %) (0,137 %) (98,334 %) the Securities Company and/or Custodian Bank where the Shareholder has opened an account.
25.487.889 Vote 2.282.400 Vote 1.637.218.587 Vote • The dividends to be distributed to the Shareholders will be deducted by withholding tax in
8 None accordance with the prevailing tax regulations in Indonesia.
(1,531 %) (0,137 %) (98,332 %)
• Shareholders who are Domestic Corporate Taxpayers that have not submitted their Taxpayer
Identification Number (Nomor Pokok Wajib Pajak or “NPWP”), are required to submit their
Result of the Meeting:
NPWP to KSEI or the Securities Administrator of the Company namely PT. Raya Saham Registra,
• First Agenda of The Meeting: Gedung Plaza Sentral 2nd Floor, Jl. Jend. Sudirman Kav. 47-48, Jakarta 12930, at the latest
- Approve and accept both the Annual Report of the Company regarding the running of by 08 July 2025 at 16.00 Western Indonesian Time.
the Company's business during the fiscal year ending on the thirty first of December • Cash dividend payments will be subject to tax in accordance with applicable tax laws and
two thousand and twenty four (31-12-2024). regulations. The amount of tax imposed will be borne by the relevant Shareholder and will be
deducted from the amount of cash dividends paid.
• Second Agenda of The Meeting:
- Approved and ratified the Balance Sheet and Profit and Loss Statement of the • For shareholders who are Foreign Taxpayers (WPLN) whose tax deductions will use rates based on
Company for the fiscal year ended on the thirty first of December two thousand and the Double Tax Avoidance Agreement (P3B), they must fulfill the requirements of the Regulation
of the Director General of Taxes No. PER - 25/PJ/2018 concerning Procedures for Implementing
twenty four (31-12-2024) which have been audited by the Public Accounting Firm
the Double Tax Avoidance Agreement (P3B) by submitting proof of record documents or receipts
Siddharta Widjaja & Rekan which is part of the 2024 annual report and to grant full
of DGT/SKD that have been uploaded to the Directorate General of Taxes website to KSEI, without
release and discharge (acquit et décharge) to the members of the Board of Directors the DGT Form, cash dividends paid will be subject to Article 26 Income Tax of 20%.
and the Board of Commissioners for the actions and supervision in which they have
• The original Certificate of Domicile must be received:
undertaken during the fiscal year ended on the thirty first of December two thousand
1. For foreign Shareholders who are still holding scriptless shares certificates, the original
and twenty four (31-12-2024), to the extent that such actions are reflected in the said Certificate of Domicile has to be submitted to the Securities Administrator of the Company at
Balance Sheet and Profit and Loss Statement. the latest by 08 July 2025 at 16.00 Western Indonesian Time.
• Third Agenda of The Meeting: 2. For foreign Shareholders whose shares are registered in the collective depository of KSEI,
- Approve and determine the use of the Company's profit for fiscal year 2024, amounting to then the original Certificate Of Domicile has to be submitted to KSEI, according
Rp 962.044.000.000,- (nine hundred and sixty two billion and forty four to the provisions of KSEI.
million rupiah) as dividends, so that the dividends received by each holder shares are If until the above relevant date the Company has not yet received the original Certificate of
Rp 500,- (five hundred rupiah) for each share. Domicile, then the withholding tax will be deducted with a rate of twenty percent (20%).
- Meanwhile, profits that are not distributed will be included in the retained earnings Should there be any tax problem at a later date or claim on the cash dividends that have been received,
account and will be used to increase the company's working capital. then the Shareholders in collective depository are required to settle such issue with the Securities
• Fourth Agenda of The Meeting: Company and/or Custodian Bank where the Shareholder has opened the Securities Account.
- Approved the appointment of the Company's members of the Board of Commissioners • For Shareholders whose securities are not in collective depository of KSEI, the Company will send
and Directors with the following composition: a cash dividend cheque in the name of the Shareholder to the address of the Shareholder.
Kediri, 30 June 2025
Board of Directors of the Company
Names mentioned 12 people and organisations named in the text · linked when the evidence is strong
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Gudang Garam Tbk.
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unresolved
person
Frank Willem van Gelder
· Commissioner
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unresolved
person
Gotama The Meeting
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org
Siddharta Widjaja & Partners
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unresolved
org
PT. Raya Saham Registra
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unresolved
org
Siddharta Widjaja & Rekan
p.1
unresolved
org
Directorate General of Taxes
p.1
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12 Sep 2026 22:38
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