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20250624_MSIN_Perubahan Pengurus_31908206_lamp2.pdf
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ANNOUNCEMENT
SUMMARY OF THE MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF
PT MNC DIGITAL ENTERTAINMENT Tbk
("the Company")
The Board of Directors of the Company hereby announces that the Annual General Meeting of Shareholders
for the Financial Year 2024 ("the Meeting") was held on:
Date : Friday, 20 June 2025
Time : 09:56 Western Indonesia Time (“WIB”) - 11:08 WIB
Place : MNC Conference Hall, iNews Tower 3rd Floor, Jl. Kebon Sirih Kaveling 17-19, Central Jakarta
10340
The following attended the Meeting: Board of Commissioners:
1. Dini Aryanti Putri Commissioner
2. Andry Wisnu Triyudanto Independent Commissioner
Board of Directors:
1. Noersing President Director
2. Kanti Mirdiati Imansyah Vice President Director
3. Valencia Herliani Tanoesoedibjo Director
4. Titan Hermawan Director
5. Dewi Tembaga Director
6. Tantan Sumartana Director
7. Helmi Director
Invitees:
1. Rudy Hidayat
2. Jasmina Savitri Pratiwi
Shareholders: 57,595,890,699 shares (94.9234%) of the total shares
with valid voting rights, which is 60,676,178,205 shares.
I. AGENDA OF THE MEETING
1. Approval of the Annual Report of the Company’s Board of Directors and Supervisory Task Report of the
Board of Commissioners for the Financial Year ended on 31 December 2024.
2. Approval and ratification of the Company’s Financial Statement for the Financial Year ended on 31
December 2024, and granting a release and discharge (acquit et de charge) to the Board of Commissioners
and Board of Directors of the Company respectively, for their supervisory and management duties during
the Financial Year ended on 31 December 2024.
3. Approval for the use of the Company’s profit for the Financial Year ended on 31 December 2024.
4. Approval of the changes to the composition of the Company’s management.
5. The appointment of an Independent Public Accountant to audit the Company’s Financial Year ended on 31
December2025, and granting the authority to the Board of Directors to determine the fees of the
Independent Public Accountant, as well as other requirements appointment.
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II. FULFILLMENT OF LEGAL PROCEDURES FOR THE IMPLEMENTATION OF THE MEETING
1. Notification to the Financial Services Authority and PT Indonesia Stock Exchange ("IDX") with letter No.
037/MDE-Corsec/V/2025 dated 2 May 2025.
2. Announcement on 9 May 2025 and invitation on 28 May 2025, both through the IDX website
(https://www.idx.co.id), the Company's official website (https://www.mncdigital.com), and the eASY.KSEI
system (https://www.easy.ksei.co.id).
III. DECISIONS OF THE MEETING
FIRST MEETING AGENDA
- The Meeting provided an opportunity for shareholders and proxy holders to ask questions and/or
provide opinions related to the First Meeting Agenda.
- During the Q&A session related to the First Meeting Agenda, which was conducted simultaneously with
the Q&A session for the Second and Third Meeting Agendas, there were 2 (two) shareholders or proxy
holders present at the Meeting who submitted questions and/or opinions.
- Decision-making was done through voting by voice and electronically.
- The voting results were as follows:
a. the number of abstaining shareholders or proxy holders was 180,722,600 shares or 0.3138% of total
shares with valid voting rights present at the Meeting.
b. no shareholders or proxy holders voted against.
c. the number of shareholders or proxy holders who voted in favor was 57,415,168,099 shares or
99.6862% of total shares with valid voting rights present at the Meeting.
According to Article 11 paragraph 17 of the Company's Articles of Association and Article 47 of POJK No.
15/2020, abstentions are considered to have the same effect as the majority vote of shareholders casting
votes on the agenda item. Therefore, the decision was taken based on deliberation and consensus among
all shareholders present or represented, totaling 57,595,890,899 shares, and the Meeting decided to
approve the proposed First Meeting Agenda.
- The decision on the First Meeting Agenda is as follows:
To approve the Annual Report of the Company’s Board of Directors and Supervisory Task Report of the
Board of Commissioners for the Financial Year ended on 31 December 2024.
SECOND MEETING AGENDA
- The Meeting provided an opportunity for shareholders and proxy holders present to ask questions
and/or provide opinions related to the Second Meeting Agenda.
- During the Q&A session related to the Second Meeting Agenda, which was conducted simultaneously
with the Q&A session for the First and Third Meeting Agendas, there were 2 (two) shareholders or proxy
holders present at the Meeting who submitted questions and/or opinions.
- Decision-making was done through voting by voice and electronically.
- The voting results were as follows:
a. the number of abstaining shareholders or proxy holders was 180,722,600 shares or 0.3138% of total
shares with valid voting rights present at the Meeting.
b. no shareholders or proxy holders voted against.
c. the number of shareholders or proxy holders who voted in favor was 57,415,168,099 shares 0r
99.6862% of total shares with valid voting rights present at the Meeting.
According to Article 11 paragraph 17 of the Company's Articles of Association and Article 47 of POJK No.
15/2020, abstentions are considered to have the same effect as the majority vote of shareholders
casting votes on the agenda item. Therefore, the decision was taken based on deliberation and
consensus among all shareholders present or represented, totaling 57,595,890,899 shares, and the
Meeting decided to approve the proposed Second Meeting Agenda.
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- The decision on the Second Meeting Agenda is as follows:
To approve and ratify the Company’s Financial Statement for the Financial Year ended on 31 December
2024, and granting a release and discharge (acquit et de charge) to the Board of Commissioners and
Board of Directors of the Company respectively, for their supervisory and management duties during the
Financial Year ended on 31 December 2024, as long as such actions are reflected in the Company's
audited Financial Statements for the Financial Year ended 31 December 2024, and taking into account
the Annual Report of the Company’s Board of Directors for the Financial Year ended 31 December 2024.
THIRD MEETING AGENDA
- The Meeting provided an opportunity for shareholders and proxy holders present to ask questions
and/or provide opinions related to the Third Meeting Agenda.
- During the Q&A session related to the Third Meeting Agenda, which was conducted simultaneously with
the Q&A session for the First and Second Meeting Agendas, there were 2 (two) shareholders or proxy
holders present at the Meeting who submitted questions and/or opinions.
- Decision-making was done through voting by voice and electronically.
- The voting results were as follows:
a. the number of abstaining shareholders or proxy holders was 180,762,800 shares or 0.3138% of
total shares with valid voting rights present at the Meeting.
b. no shareholders or proxy holders voted against.
c. the number of shareholders or proxy holders who voted in favor was 57,415,127,899 shares or
99.6862% of total shares with valid voting rights present at the Meeting.
According to Article 11 paragraph 17 of the Company's Articles of Association and Article 47 of POJK No.
15/2020, abstentions are considered to have the same effect as the majority vote of shareholders
casting votes on the agenda item. Therefore, the decision was taken based on deliberation and
consensus among all shareholders present or represented, totaling 57,595,890,899 shares, and the
Meeting decided to approve the proposed Third Meeting Agenda.
- The decision on the Third Meeting Agenda is as follows:
1. To determine the use of the Company's net profit for the Financial Year ended 31 December 2024, as
follows:
(i) IDR 1,000,000,000 (one billion Rupiah) will be recorded as a reserve fund to comply with the
Company's Articles of Association and Law No. 40 of 2007 on Limited Liability Companies;
(ii) no dividend distribution will be made by the Company for the Financial Year ended 31
December 2024; and
(iii) the remaining profit will be recorded as retained earnings to fund the Company's plans to
strengthen its capital and business development across all business lines, including increasing
original content production to accelerate the potential growth of the Company's digital
platform.
2. To determine the distribution of bonuses that have been budgeted, where the authority to determine
the amount of bonuses and their distribution is granted to the Company's Board of Directors.
3. To grant authority to the Company's Board of Directors to implement the use of profits as mentioned
above, without exception, while still complying with regulations in the capital market sector.
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FOURTH MEETING AGENDA
- The Meeting provided an opportunity for shareholders and proxy holders present to ask questions
and/or provide opinions related to the Fourth Meeting Agenda.
- During the Q&A session, there were no questions or opinions submitted by shareholders or proxy
holders present.
- Decision-making was done through voting by voice and electronically.
- The voting results were as follows:
a. the number of abstaining shareholders or proxy holders was 180,722,600 shares or 0.3138% of
total shares with valid voting rights present at the Meeting.
b. the number of shareholders or proxy holders who voted against was 383,231,528 shares or
0.6654% of total shares with valid voting rights present at the Meeting.
c. the number of shareholders or proxy holders who voted in favor was 57,031,936,571 shares or
99.0208% of total shares with valid voting rights present at the Meeting.
According to Article 11 paragraph 17 of the Company's Articles of Association and Article 47 of POJK
No. 15/2020, abstentions are considered to have the same effect as the majority vote of shareholders
casting votes on the agenda item. Therefore, the total number of agreeing votes is 57,212,659,171
shares (99.3346% of total shares with valid voting rights present at the Meeting), and the Meeting
decided to approve the proposed decision on the Fourth Meeting Agenda with the majority vote.
- The decision on the Fourth Meeting Agenda is as follows:
1. To honorably dismiss Ms. Dewi Tembaga, Mr. Tantan Sumartana, and Mr. Helmi as Directors of the
Company, effective from the close of the Meeting, with gratitude for their cooperation and dedication
to the Company, and to grant full discharge of liability for their actions as members of the Board of
Directors.
2. To appoint Ms. Clarissa Herliani Tanoesoedibjo as Director, Mr. Rudy Hidayat as Director, and Ms.
Jasmina Savitri Pratiwi as Director, effective from the close of the Meeting, for the remaining term of
the current members of the Board of Directors.
3. To determine that effective from the closing of the Meeting, the composition of the Company's Board
of Commissioners and Board of Directors is as follows:
Board of Commissioners
President Commissioner : Liliana Tanaja Tanoesoedibjo
Commissioner : Dini Aryanti Putri
Independent Commissioner : Andry Wisnu Triyudanto
Board of Directors
President Director : Noersing
Vice President Director : Kanti Mirdiati Imansyah
Director : Valencia Herliani Tanoesoedibjo
Director : Titan Hermawan
Director : Lina Priscilla Tanaya
Director : Clarissa Herliani Tanoesoedibjo
Director : Rudy Hidayat
Director : Jasmina Savitri Pratiwi
4. To grant authority and power to the Company's Board of Directors, with the right of substitution, to
take all necessary actions in connection with the change in the composition of the management as
mentioned above, including but not limited to preparing or requesting to be prepared, and signing all
relevant deeds before a Notary, and notifying the decision to the relevant authorities in accordance
with applicable laws and regulations.
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5. To grant authority and power to the Company's Board of Commissioners to determine the amount of
remuneration for members of the Company’s Board of Commissioners and Board of Directors, taking
into account the proposals and recommendations of the Company's Nomination and Remuneration
Committee.
FIFTH MEETING AGENDA
- The Meeting provided an opportunity for shareholders and proxy holders present to ask questions
and/or provide opinions related to the Fifth Meeting Agenda.
- During the Q&A session, there were no questions or opinions submitted by shareholders or proxy
holders present.
- Decision-making was done through voting by voice and electronically.
- The voting results were as follows:
a. the number of abstaining shareholders or proxy holders was 180,722,600 shares or 0.3138% of total
shares with valid voting rights present at the Meeting.
b. no shareholders or proxy holders voted against.
c. the number of shareholders or proxy holders who voted in favor was 57,415,168,099 shares or
99.6862% of total shares with valid voting rights present at the Meeting.
According to Article 11 paragraph 17 of the Company's Articles of Association and Article 47 of POJK No.
15/2020, abstentions are considered to have the same effect as the majority vote of shareholders
casting votes on the agenda item. Therefore, the Meeting decided to approve the proposed Fifth
Meeting Agenda.
- The decision on the Fifth Meeting Agenda is as follows:
1. To grant authority and power to the Company’s Board of Commissioners to appoint an Independent
Public Accountant and/or Public Accounting Firm to audit the Company's financial statements for the
Financial Year ended on 31 December 2025, as well as other requirements for the appointment, taking
into account the proposals and recommendations of the Company's Audit Committee;
2. To grant authority and power to the Company’s Board of Directors to determine the honorarium of the
Independent Public Accountant and/or Public Accounting Firm.
Jakarta, 24 June 2025
PT MNC Digital Entertainment Tbk
The Board of Directors of the Company
Names mentioned 16 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.2
unresolved
org
PT Indonesia Stock Exchange
p.2
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no e-reporting cover - issuer taken from the announcement
Raw output
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