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20250623_BIRD_Ringkasan Risalah//Risalah RUPS_31907757_lamp2.pdf
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ANNOUNCEMENT OF SUMMARY OF THE MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS OF
“PT BLUE BIRD TBK”
In order to comply with provisions of Article 49 paragraph (1) and Article 51 of Financial Services Authority (OJK)’s
Regulation No. 15/POJK.04/2020 regarding the Plan and Implementation of General Meeting of Shareholders of
Listed Companies, the Board of Directors of PT BLUE BIRD Tbk (hereinafter shall be referred to the “Company”),
herewith notify to the shareholders, that the Company has conducted Annual General Meeting of Shareholders
(hereinafter shall be referred to the “Meeting”) as follows:
(A). On :
Day/Date : Thursday, June 19, 2025
Time : 14:14 – 15.05 Western Indonesia Time (WIB)
Place : Bluebird Building, 2nd Floor, Room 5 & 6, Jalan Mampang Prapatan Raya
Nomor 60, South Jakarta
Agenda : 1. Approval of the Annual Report of the Company, including Annual Reports of
the Board of Directors and Supervisory Report of the Board of
Commissioners, and Approval of the Consolidated Financial Statements of
the Company and its Subsidiaries, for the fiscal year ended on December
31, 2024, and to provide a full release and discharge of responsibility to the
members of the Board of Directors and the Board of Commissioners for
their management and supervisory action in the fiscal year ended on
December 31, 2024 (acquit et de charge);
2. Determination of the use of the Company’s net profit for the fiscal year
ended on December 31, 2024;
3. Appointment of Independent Public Accountants to audit the Company’s
Financial Statements for the fiscal year ended on December 31, 2025, and
to authorize the Board of Commissioners of the Company to determine the
honorarium of such Independent Public Accountants;
4. Changes and reappointment of members of the Board of Commissioners of
the Company; dan
5. Determination of remuneration for members of the Board of Directors and
the Board of Commissioners of the Company.
(B). Members of the Board of Directors and the Board of Commissioners present in the Meeting:
THE BOARD OF DIRECTORS
President Director : Adrianto Djokosoetono;
Vice President Director : Sigit Priawan Djokosoetono;
Director : Irawaty Salim;
THE BOARD OF COMMISSIONERS
President Commissioner : Bayu Priawan Djokosoetono;
Commissioner : Kresna Priawan Djokosoetono;
Independent Commissioner : Rinaldi Firmansyah;
Independent Commissioner : Budi Setiyadi;
Independent Commissioner : Setyo Wasisto;
Independent Commissioner : Alamanda Shantika;
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(C). The Meeting was attended by amounting 2,105,690,858 shares having valid voting rights or 84.1569425% of
all shares with valid voting rights issued by the Company.
(D). In such Meeting, shareholders and/or their proxies were given opportunities to ask questions and express their
opinions in relation to the Meeting agendas.
(E). Agenda I : no questions and opinions
Agenda II : no questions and opinions
Agenda III : no questions and opinions
Agenda IV : no questions and opinions
Agenda V : no questions and opinions
(F). Mechanism of adopting resolutions in the Meeting is as follows:
The Meeting resolutions were taken by deliberation to reach consensus. In case failure to reach consensus
takes place, it will be decided by voting.
(G). The results of resolutions adopted by voting:
Agenda I:
Agree Abstain Disagree
2,065,024,985 votes or 40,665,873 votes or -
98.0687634%% of all shares with 1.9312366% of all shares with
voting right attended in the voting right attended in the
Meeting. Meeting.
Resolution of Agenda I:
Approved the Annual Report of the Company, including Annual Reports of the Board of Directors and
Supervisory Report of the Board of Commissioners, and approved the Consolidated Financial Statements of
the Company and its Subsidiaries, for the fiscal year ended on December 31, 2024, and provided a full release
and discharge of the responsibility to the members of the Board of Directors and the Board of Commissioners
for their management and supervisory action in the fiscal year ended on December 31, 2024 (acquit et de
charge).
Agenda II:
Agree Abstain Disagree
2,068,794,558 votes or 36,896,300 votes or -
98.2477817% of all shares with 1.7522183% of all shares with
voting right attended in the voting right attended in the
Meeting. Meeting.
Resolution of Agenda II:
1. Approved the determination of the use of the Company’s net profit that can be attributed to the owner
of parent entity for the fiscal year ended on December 31, 2024, amounting Rp585,194,515,386,- as
follows:
- Amounting Rp300,252,000,000,- or 51.31% from the net profit of the financial year 2024, equal to
Rp120,- per share will be distributed in the form of final dividend to all shareholders registered in
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the Register of Shareholders of the Company per July, 2, 2025, and the payment will be made on
July 11, 2025;
- The balance amounting Rp284,942,515,386,- will be used to increase working capital and will be
recorded as retained earnings;
2. Granted the power and authorization to the Board of Directors of the Company to conduct the
distribution of such cash dividend and take all necessary action. Cash dividend payment will be made
subject to the provisions of the applicable laws and regulations.
Agenda III:
Agree Abstain Disagree
1,967,238,922 votes or 40,665,973 votes or 97,785,963 votes or
93.4248688% of all shares with 1.9312414% of all shares with 4.6438898% of all shares with
voting right attended in the voting right attended in the voting right attended in the
Meeting. Meeting. Meeting.
Resolution of Agenda III:
1. Approved to reappoint the Public Accounting Firm of Mirawati Sensi Idris to audit the Company's
Consolidated Financial Statements and its Subsidiaries for the fiscal year ended on December 31, 2025.
2. Gave the authority to the Board of Commissioners to:
a. appoint another Public Accounting Firm and determine the terms of its appointment if the
previously appointed Public Accounting Firm is unable to perform or continue its duties for any
reason whatsoever, including legal and regulatory reasons in the capital market or in the event of
failing to reach agreement on honorarium for audit services;
b. determine the honorarium of the appointed Public Accounting Firm and other terms in connection
with its appointment.
Agenda IV:
Agree Abstain Disagree
1,967,238,922 votes or 36,896,400 votes or 101,555,536 votes or
93.4248688% of all shares with 1.7522230% of all shares with 4.8229082% of all shares with
voting right attended in the voting right attended in the voting right attended in the
Meeting. Meeting. Meeting.
Resolution of Agenda IV:
1. Approved the appointment of Dr. (HC) Noni Sri Ayati Purnomo, B.Eng., M.B.A., L.H.D. (HC), as Vice
President Commissioner of the Company replacing dr. Sri Adriyani Lestari, effective as of the closing of the
Meeting with the term of office for the remaining period of the Vice President Commissioner, namely until
the closing of the Annual General Meeting of Shareholders of the Company in 2026.
2. Approved the change of position of dr. Sri Adriyani Lestari from previously Vice President Commissioner
to Commissioner of the Company effective as of the closing of the Meeting, with the term of office for the
remaining period as a member of the Board of Commissioners, namely until the closing of the Company's
Annual General Meeting of Shareholders in 2026.
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3. Approved the reappointment of:
- Drs. Gunawan Surjo Wibowo as Commissioner;
- Rinaldi Firmansyah, M.B.A. as Independent Commissioner;
- Irjen. Pol. (Purn.) Drs. Budi Setiyadi, S.H., M.Si. as Independent Commissioner;
- Komjen. Pol. (Purn.) Drs. Setyo Wasisto, S.H. as Independent Commissioner;
- Alamanda Shantika, S.Kom., S.Si. as Independent Commissioner;
effective as of the closing of the Meeting until the closing of the Annual General Meeting of Shareholders
of the Company in 2028.
4. Approved the changes in the composition of the Board of Commissioners as follows:
THE BOARD OF COMMISSIONERS
- President Commissioner : Bayu Priawan Djokosoetono, S.E., M.B.M.;*
- Vice President Commissioner : DR. (HC) Noni Sri Ayati Purnomo, B.Eng., M.B.A., L.H.D. (HC);*
- Commissioner : dr. Sri Adriyani Lestari;*
- Commissioner : Ir. Kresna Priawan Djokosoetono, M.B.M.;*
- Commissioner : Drs. Gunawan Surjo Wibowo;**
- Independent Commissioner : Rinaldi Firmansyah, M.B.A.;**
- Independent Commissioner : Irjen. Pol. (Purn.) Drs. Budi Setiyadi, S.H., M.Si.;**
- Independent Commissioner : Komjen. Pol. (Purn.) Drs. Setyo Wasisto, S.H.;**
- Independent Commissioner : Alamanda Shantika, S.Kom., S.Si.;**
With notes:
* Term of office until the closing of the Company's Annual General Meeting of Shareholders in 2026;
** Term of office until the closing of the Company's Annual General Meeting of Shareholders in 2028;
5. Granted the power of attorney and authorization to the Board of Directors of the Company with the right
of substitution to manage until the approval and or receipt of notification by the Minister of Law of the
Republic of Indonesia related to the appointment of member of the Board of Commissioners, changes in
the composition of the Board of Commissioners and the reappointment of several members of the Board
of Commissioners of the Company as mentioned above and register in the Company Register in
accordance with applicable laws and regulations, and take all necessary actions in connection with the
above power, without exception.
Agenda V:
Agree Abstain Disagree
2,066,918,658 votes or 36,896,300 votes or 1,875,900 votes or
98.1586946% of all shares with 1.7522183% of all shares with 0.0890872% of all shares with
voting right attended in the voting right attended in the voting right attended in the
Meeting. Meeting. Meeting.
Resolution of Agenda V:
1. Determined the gross remuneration of all members of the Board of Commissioners of the Company for
the fiscal year 2025 which is a maximum amount of Rp7,000,000,000,-, subject to tax, and authorized the
President Commissioner to determine the distribution of such remuneration among the members of the
Board of Commissioners.
2. Granted authorization to the Board of Commissioners of the Company, where such authority may be
delegated to a member of the Board of Commissioners of the Company pursuant to the Resolution of the
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Board of Commissioners Meeting, to: (i) determine the amount of remuneration for all members of the
Board of Directors of the Company for the fiscal year 2025; and (ii) determine the distribution among
members of the Company's Board of Directors.
(H). Schedule and Mechanism of Dividend Distribution of the Fiscal Year of 2024:
Pursuant to the resolution of second agenda as stated above, we hereby inform that the Company will
distribute cash dividend to all of the shareholders amounting Rp300,252,000,000,- (three hundred billion
two hundred fifty two million Rupiah) or equal to Rp120,- (one hundred twenty Rupiah) per share. In
accordance with that matter, the Company herewith announce the schedule and mechanism of such
dividend distribution as follows:
Schedule of Payment of Cash Dividend of the Fiscal Year of 2024:
NO REMARKS DATE
1 End Period of Shares Trading with Dividend Rights (Cum Dividend)
• Regular and Negotiated Market June 30, 2025
• Cash Market July 2, 2025
2 Beginning Period of Shares Trading without Dividend Rights (Ex
Dividend)
• Regular and Negotiated Market July 1, 2025
• Cash Market July 3, 2025
3 Date of Shareholders Register entitled for Dividend (Recording Date) July 2, 2025
4 Date of Payment for Cash Dividend July 11, 2025
Tata Cara Pembagian Dividen Tunai:
1. Cash dividend will be distributed to shareholders whose names registered in the Company’s
Register of Shareholders (“DPS”) or recording date on July 2, 2025 and/or the share owners of the
Company on the sub securities account in Indonesian Central Securities Depository (“KSEI”) on the
closing of trading dated July 2, 2025.
2. For shareholders whose shares included in the collective deposit in KSEI, the payment of cash
dividend will be made through KSEI and will be distributed on July 11, 2025 to the customers fund
account (RDN) on securities companies and/or custodian banks where the shareholders opened
their securities account. While for shareholders whose shares are not included in the collective
deposit in KSEI, the payment of cash dividend will be transferred to the shareholders’ accounts.
3. Payment of cash dividend will be subject the prevailing laws and regulations.
4. In accordance with the applicable tax laws and regulations, the cash dividend will be excluded from
the tax object received by the shareholders of the domestic corporate taxpayer (“Domestic
Corporate Taxpayer”) and the Company does not deduct Income Tax on cash dividend paid to
such Domestic Corporate Taxpayer. Cash dividend received by shareholders who are domestic
individual taxpayers (“Domestic Individual Taxpayer”) will be excluded from the tax object as long
as the dividend are invested in the territory of the Republic of Indonesia. For Domestic Individual
Taxpayer that does not meet the investment provisions as mentioned above, the dividend
received by them will be subject to income tax ("PPh") in accordance with the provisions of the
applicable laws and regulations, and the PPh must be paid by such Domestic Individual Taxpayer
in accordance with the provisions of Government Regulation No. 9 of 2021 concerning Tax
Treatment to Support the Ease of Doing Business.
5. Shareholders of the Company can obtain confirmation of dividend payments through securities
companies and/ or custodian banks where shareholders of the Company opened their securities
account, then the shareholders of the Company must be responsible for reporting such dividend
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receipts in tax reporting for the tax year concerned in accordance with the applicable tax laws and
regulations.
6. For shareholders being Foreign Taxpayers which tax deduction will use tariffs in accordance with
the Approval of Double Taxation Avoidance (“P3B”) are required to fulfill requirement from the
Directorate General of Taxes Regulation Number PER-25/PJ/2018 concerning the Guidelines for
the Application of Approval of Double Taxation Avoidance and submit proof of record document
or receipt of DGT/SKD which has been uploaded to the website of Directorate General of Tax to
KSEI or BAE, within the deadline in accordance with KSEI rules and regulations. In the absence of
such documents, the cash dividend paid will be subject to PPh of Article 26 amounting 20%.
7. For shareholders being Foreign Taxpayer having their shares in the collective deposit in KSEI, proof
of tax deduction on dividend can be collected in the securities companies and/or custodian banks
where the shareholders opened their securities account and for shareholders having share
certificates, can collect in BAE.
Jakarta, June 23, 2025
PT BLUE BIRD Tbk
The Board of Directors
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Names mentioned 16 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1
unresolved
person
Ir. Kresna Priawan Djokosoetono
p.4 ×3
unresolved
org
Minister of Law
p.4
unresolved
org
Directorate General of Taxes Regulation Number PER-
p.6
unresolved
org
Directorate General of Tax
p.6
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