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20250624_DIGI_Ringkasan Risalah//Risalah RUPS_31908283_lamp2.pdf
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ANNOUNCEMENT OF SUMMARY OF MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT ARKADIA DIGITAL MEDIA Tbk
In order to fulfill the provisions of Article 49 paragraph (1) and Article 51
paragraph (1) of the Financial Services Authority Regulation No.
15/POJK.04/2020 concerning the Plan and the Implementation of the General
Meeting of Shareholders of Public Company ("POJK 15/2020"), the Board of
Directors of the Company hereby announce the Summary of Minutes of the
Company's Annual General Meeting of Shareholders ("Meeting") as follows:
A. The Meeting of the Company has been held on:
Day/Date : Friday, June 20, 2025;
Time : 14.25’ BBWI - 15.06’ BBWI;
Place : Aryaduta Hotel Menteng, Jl. Prajurit KKO Usman
and Harun No. 44-48, Gambir, Central Jakarta.
B. Agenda of the Meeting are as follows:
1. Approval and ratification of the Annual Report for the financial year
ended December 31, 2024, which consists of:
a. Report on the management of the Company by the
Board of Directors and the Report on the supervision of the
Company by the Board of Commissioners for the financial
year ended on December 31, 2024;
b. Financial Statements and ratification of the balance sheet as
well as the calculation of profit and loss for the financial year
ended on December 31, 2024 as well as granting and release
and full acquittal (acquit et de charge) to all members of the
Board of Directors and members of the Board of
Commissioners of the Company for the management and
supervision actions they have taken for the financial year
ended on December 31, 2024.
2. Determination of the Company's profit and loss for the financial
year ended on December 31, 2024.
3. Determination of the amount of salary and other benefits for
members of the Board of Directors and members of the Board of
Commissioners of the Company.
4. Appointment of Public Accountant who will audit the Company's
financial statements for the financial year ending on December 31,
2025.
5. Changes to the composition of the Company's Board of Directors
and/or Board of Commissioners.
C. The Board of Directors and the Board of Commissioners of the Company
present at the Meeting are as follows:
BOARD OF DIRECTORS:
President Director : Mr. SUWARJONO;
Director : Mr. FASTABIQUL KHAIR ALGATOT.
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BOARD OF COMMISSIONERS:
President Commissioner : Mr. STEPHEN KURNIAWAN SULISTYO;
Commissioner : Mr. IWA SUKRESNO KARUNIA;
Independent Commissioner : Mr. ARIYO ALI SUPRAPTO.
D. Based on the attendance list of the shareholders of the Meeting, the
recorded number of shares present or represented in the Meeting is
1.045.214.200 shares, which constitute 64,3209% from the total amount
of shares that have been issued by the Company, which have valid
voting rights as required by the Company's articles of association and
POJK 15/2020.
E. The Company has provided opportunities for the shareholders and the
proxy of shareholders to raised questions and/or provide opinions prior
to the adoption of resolution for each agenda item of the Meeting.
F. At the Meeting, there were no shareholders or their proxies who asked
questions and/or gave opinions regarding the agenda of the Meeting.
G. The mechanism of adopting resolution of Meeting:
1. The mechanism of adopting resolution of Meeting was conducted
in amicable manner. If no amicable resolution is reached, voting
system is implemented in the Meeting through open voting system.
2. Shareholders were allowed to vote through Electronic General
Meeting System KSEI (eASY.KSEI) provided by PT KUSTODIAN
SENTRAL EFEK INDONESIA (KSEI).
3. Based on Article 11 paragraph (49) of the Company's Articles of
Association and Article 47 of POJK 15/2020, shareholders with
valid voting rights and have been present, both physically and
electronically at the Meeting, but have not exercised their voting
rights or abstained, are considered valid to attend the Meeting and
cast the same vote as the majority of the voting shareholders by
adding the said vote to the votes of the majority of the voting
shareholders.
H. Voting results:
FIRST AGENDA OF THE MEETING:
Reject : 103.200 votes
Abstain : 0 votes
With the result that the total number of shareholders who accept was
1.045.111.000 votes, which is 99,99% of the total number of valid votes
cast, therefore the Meeting with the majority of votes decided to
APPROVED to the proposed resolutions of the first agenda of the
Meeting that had been submitted.
SECOND AGENDA OF THE MEETING:
Reject : 103.200 votes
Abstain : 0 votes
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With the result that the total number of shareholders who accept was
1.045.111.000 votes, which is 99,99% of the total number of valid votes
cast, therefore the Meeting with the majority of votes decided to
APPROVED to the proposed resolutions of the second agenda of the
Meeting that had been submitted.
THIRD AGENDA OF THE MEETING:
Reject : 103.200 votes
Abstain : 0 votes
With the result that the total number of shareholders who accept was
1.045.111.000 votes, which is 99,99% of the total number of valid votes
cast, therefore the Meeting with the majority of votes decided to
APPROVED to the proposed resolutions of the third agenda of the
Meeting that had been submitted.
FOURTH AGENDA OF THE MEETING:
Reject : 103.200 votes
Abstain : 0 votes
With the result that the total number of shareholders who accept was
1.045.111.000 votes, which is 99,99% of the total number of valid votes
cast, therefore the Meeting with the majority of votes decided to
APPROVED to the proposed resolutions of the fourth agenda of the
Meeting that had been submitted.
FIFTH AGENDA OF THE MEETING:
Reject : 103.200 votes
Abstain : 0 votes
With the result that the total number of shareholders who accept was
1.045.111.000 votes, which is 99,99% of the total number of valid votes
cast, therefore the Meeting with the majority of votes decided to
APPROVED to the proposed resolutions of the fifth agenda of the
Meeting that had been submitted.
I. Resolution of the Meeting:
FIRST AGENDA OF THE MEETING:
Approved and ratified the Annual Report for the financial year ended on
December 31, 2024, which consists of:
a. Report on the management of the Company by the Board of
Directors and Report on the course of supervision of the Company
by the Board of Commissioners during the financial year of 2024;
b. Financial Statements and Balance Sheet and calculation of profit
and loss for the financial year ended on December 31, 2024;
thereby agree to grant full release and settlement (acquit et de charge)
to the members of the Board of Directors and members of the Board of
Commissioners of the Company for the management and supervisory
actions they have taken during the financial year ended on December
31, 2024 as long as the actions are reflected in the Company's Annual
Report and Financial Statements ended on December 31, 2024.
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SECOND AGENDA OF THE MEETING:
Determine the use of the Company's net profit for the financial year
ending on December 31, 2024, amounting to Rp 1.215.176.768 for the
development of the Company's business and strengthening the capital
structure so that no dividends are distributed to shareholders.
THIRD AGENDA OF THE MEETING:
Grant authority and power to the Board of Commissioners of the
Company to determine the salary and/or honorarium and/or other
allowances for members of the Board of Directors and members of the
Board of Commissioners of the Company for the financial year of 2025,
the implementation of which will be adjusted to the applicable
regulations.
FOURTH AGENDA OF THE MEETING:
1. Delegate the authority to appoint a Public Accountant who will audit
the Company's financial statements for the financial year ending on
December 31, 2025, to the Board of Commissioners of the
Company in order to comply with applicable regulations and obtain
a suitable Public Accountant, with the provision that the criteria for
a Public Accountant who can be appointed are a Public
Accountants who registered in the Financial Services Authority,
have audit experience in the Company's business activities, have
adequate Human Resources and has independence.
2. Approved the granting of authority to the Board of Commissioners
to determine the honorarium and other reasonable requirements for
the Public Accountant.
FIFTH AGENDA OF THE MEETING:
1. Approve the resignation of Mr. FASTABIQUL KHAIR ALGATOT as
Director of the Company, where the resignation is effective as of
the closing of the Meeting.
2. Approve the waiver of the provisions of Article 14 paragraph 8 of
the Company's Articles of Association to submit written notification
to the Company at least 90 (ninety) days before the date of
Mr. FASTABIQUL KHAIR ALGATOT's resignation from his position
as Director of the Company.
3. Approve to grant release, settlement and full discharge of
responsibility (acquit et de charge) to Mr. FASTABIQUL KHAIR
ALGATOT as a member of the Board of Directors who has
submitted his resignation, for the management actions that have
been carried out as long as his actions are reflected in the Annual
Report and Annual Financial Report of the Company during his
term of office, accompanied by an expression of gratitude for the
services of Mr. FASTABIQUL KHAIR ALGATOT as a member of
the Board of Directors of the Company who has resigned, which
has been carried out for the progress of the Company.
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4. Approve the change in the composition of the Company's Board of
Directors by appoint Mrs. POPI PUSPITASARI, to replace
Mr. FASTABIQUL KHAIR ALGATOT as Director of the Company.
5. Determine the composition of the members of the Board of
Directors and Board of Commissioners of the Company as of the
closing of the Meeting until the remaining term of office of the
members of the Board of Directors and Board of Commissioners of
the Company who are still in office, namely until the closing of the
Company's fifth Annual GMS after the appointment of the Board of
Directors and Board of Commissioners of the Company who are
still in office, namely until the closing of the Company's Annual
GMS in 2028, without prejudice to the right of the GMS to dismiss
at any time, as follows:
BOARD OF DIRECTORS:
President Director : SUWARJONO;
Director : POPI PUSPITASARI.
BOARD OF COMMISSIONERS:
President Commissioner : STEPHEN KURNIAWAN
SULISTYO;
Commissioner : IWA SUKRESNO KARUNIA;
Independent Commissioner : ARIYO ALI SUPRAPTO.
6. In connection with the above matter, the Meeting grants power of
attorney to the Company's Board of Directors and/or other
appointed parties, either jointly or individually with the right of
substitution, to state the resolution the fifth agenda item of the
Meeting, in a separate deed before a Notary, including notifying the
authorized agency and registering and taking the necessary
actions in connection with the change in the composition of the
Company's Board of Directors.
Jakarta, June 20, 2025
PT ARKADIA DIGITAL MEDIA Tbk
Board of Directors of the Company
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Names mentioned 9 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×2
unresolved
person
STEPHEN KURNIAWAN SULISTYO
p.2
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org
PT KUSTODIAN SENTRAL EFEK INDONESIA
p.2
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