Back to announcement
20250616_SMAR_Ringkasan Risalah//Risalah RUPS_31895560_lamp3.pdf
RUPS minutes Needs review SMARSource file signed link, expires in 15 minutes
Extracted text 4
Page 1
ANNOUNCEMENT
TO THE SHAREHOLDERS
THE SUMMARY OF MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT SINAR MAS AGRO RESOURCES AND TECHNOLOGY Tbk ("Company")
The Company’s Board of Directors hereby informs the shareholders that the Annual General Meeting of Shareholders
of the Company had been convened on 16 June 2025 physically at Danamas Room, Sinar Mas Land Plaza, Tower II,
39th Floor, Jalan MH. Thamrin No. 51, Central Jakarta 10350, and electronically through eASY.KSEI platform provided
by PT Kustodian Sentral Efek Indonesia (“KSEI”), hereinafter referred to as the “AGM”.
A. The AGM was commenced at 10:00 WIB (ten of the Western Indonesian Time) until 11:19 WIB (eleven past
nineteen of the Western Indonesian Time).
B. The AGM was attended by the Company’s legitimate shareholders and their proxies totaled 2,793,366,381 (two
billion seven hundred ninety three million three hundred sixty six thousand three hundred and eighty one) shares
or representing 97.26% (ninety seven point twenty six percent) of the total issued shares of the Company with
valid voting rights as per the AGM date amounting to 2,872,193,366 (two billion eight hundred seventy two million
one hundred ninety three thousand three hundred and sixty six) shares.
C. The AGM was attended by the members of the Company’s Board of Commissioners and Board of Directors as
follows:
1. Rafael B. Concepcion, Jr. as the Vice President Commissioner;
2. Prof. DR. Teddy Pawitra as the Independent Commissioner;
3. Prof. DR. Susiyati B. Hirawan as the Independent Commissioner;
4. Ardhayadi, S.E., M.A as the Independent Commissioner;
5. Ir. Lukmono Sutarto as the Commissioner;
6. The Biao Leng as the President Director;
7. Jimmy Pramono as the Vice President Director;
8. DR. ING Gianto Widjaja as the Vice President Director;
9. Franciscus Costan as the Director; and
10. D. Agus Purnomo as the Director;
D. Mata Acara Rapat yaitu:
1. Approval on the Annual Report, annual account, and ratification of the supervisory duty report of the Company’s
Board of Commissioners, as well as granting the full acquittal of responsibility (acquit et de charge) to the
Company’s Board of Directors and Board of Commissioners for the fiscal year 2024;
2. Enactment and approval on the Company’s profit appropriation for the fiscal year 2024;
3. Approval of the appointment of the members of the Company’s Board of Directors and Board of Commissioners
for the 2025-2030 term of service;
4. Determination of the salary, honorarium, and allowances of the Company’s Board of Directors and Board of
Commissioners;
5. Appointment of an Independent Public Accountant to audit the Company’s Financial Statements for the fiscal
year 2025;
6. Approval of the amendment to the Company's Articles of Association in regards to the addition of the Standard
Classification of Indonesian Business Fields ("KBLI") for new business activity, with presentation of the
respective feasibility study;
7. Approval of the amendment to the Company's Articles of Association in regards to the addition of KBLI for
supporting business activities without changing the Company's main business activities;
8. Approval to confirm the complete address of the Company; and
9. Approval on the granting of power and authorities to the Company’s Board of Directors in order to transfer the
Company’s assets; or to provide the Company’s assets as collateral which constitute more than 50% (fifty
percent) of the Company’s net assets in 1 (one) or more transactions, either in relation to one another or not.
E. Prior to resolving each of the decisions, the Chairman of the AGM rendered opportunities to the Company’s
presenting shareholders and/or their proxies, either physically or electronically, to raise queries and/or to express
their opinions on each AGM Agenda. There were no shareholders and/or their proxies who presented physically
or electronically raising their queries and/or opinions under all AGM Agenda.
F. The Company has appointed an independent notary, Mrs. Sri Hidianingsih Adi Sugijanto, S.H., to calculate and/or
validate the votes in the AGM.
G. The resolution for all AGM Agendas was taken by voting, with the following results:
Page 2
Blank/
Agenda Abstain Disagree Votes Agree Votes Total Agree Votes Resolution
Votes
First and None None 2,793,366,381 shares 2,793,366,381 shares Approved by
Second or representing or representing deliberation
100.00% 100.00% and consensus
Third and None None 2,793,366,381 shares 2,793,366,381 shares Approved by
Fourth or representing or representing deliberation
100.00% 100.00% and consensus
Fifth None None 2,793,366,381 shares 2,793,366,381 shares Approved by
or representing or representing deliberation
100.00% 100.00% and consensus
Sixth to None None 2,793,366,381 shares 2,793,366,381 shares Approved by
Seventh or representing or representing deliberation
100.00% 100.00% and consensus
Eighth None None 2,793,366,381 shares 2,793,366,381 shares Approved by
or representing or representing deliberation
100.00% 100.00% and consensus
Ninth None 1,060,860 shares 2,792,305,521 shares 2,792,305,521 shares Approve by
or representing or representing or representing majority votes
0.04% 99.96% 99.96%
H. The resolutions concluded at the AGM are as follows:
The First and Second Agenda:
1. a. Approved the Company’s Annual Report for the fiscal year 2024;
b. Approved and ratified the Company’s Annual Account for the fiscal year 2024 audited by Mirawati Sensi
Idris Public Accountant Firm, as adopted in its Independent Auditor’s Report dated 27 February 2025
Number 00077/2.1090/AU.1/01/0155-4/1/II/2025, with unqualified opinion; and ratified the Supervisory
Duties Report of the Company’s Board of Commissioners for the fiscal year 2024;
c. Granted the full acquittal of responsibility (acquit et de charge) to the Company’s Board of Directors over
any management conducted by them during the fiscal year 2024, and to the Company’s Board of
Commissioners over any supervision conducted by them during the fiscal year 2024, to the extent that
their management and supervision have been reflected in the above-mentioned Annual Report.
2. Approved the Company’s profits appropriation for the fiscal year 2024 as follows:
a. To distribute the final dividend amounting to IDR 135,- per share, therefore total dividend distributed shall
be amounting IDR 387,746,104,410,- (three hundred eighty seven billion, seven hundred forty six million,
one hundred four thousand, four hundred and ten Rupiah), after incorporating the dividend interim of
IDR 105,- per share or totaled IDR 301,580,303,430,- (three hundred one billion, five hundred eighty
million, three hundred three thousand, four hundred and thirty Rupiah) which has been paid to the
Company’s Shareholders on 20 November 2024, therefore the remaining cash dividend to be paid
amounting to IDR 30,- per share or totaled IDR 86,165,800,980,- (eighty six billion, one hundred sixty five
million, eight hundred thousand, nine hundred and eighty Rupiah);
b. The remaining balance of the Company’s retained earnings of IDR 16,842,301 million (sixteen trillion, eight
hundred forty two billion, three hundred and one million Rupiah) shall be recorded as unappropriated
retained earnings; and
c. Granted the authority and power of attorney to the Company’s Board of Directors to carry out and announce
the cash dividend distribution in accordance with the applicable regulations.
Cash dividend shall be distributed to the Company’s Shareholders whose name are legitimately recorded in
the Company’s Shareholders Register on 26 June 2025 until 16.00 Western Indonesian Time (recording date)
with the provisions as follows:
A. SCHEDULE OF CASH DIVIDEND DISTRIBUTION
a. Cum-dividend in the Regular and Negotiation Markets : 24 June 2025
b. Ex dividend in the Regular and Negotiation Markets : 25 June 2025
Page 3
c. Cum-dividend in the Cash Markets : 26 June 2025
d. Ex-dividend in the Cash Markets : 30 June 2025
e. Cash dividend payment : 9 July 2025
B. PROCEDURE OF CASH DIVIDEND PAYMENT
a. For the Company’s Shareholders whose shares are recorded in the collective deposit of KSEI, the
cash dividend will be received through the Account Holder in KSEI. Written confirmation concerning
the result of cash dividend distribution will be delivered by KSEI to the respective securities company
and/or custodian bank, thereafter, the Shareholders will receive information about their stock balance
from the securities company and/or custodian bank at which the Shareholders open their accounts.
b. For the Company’s Shareholders whose shares are in script, the Company will pay the dividend
through electronic banking transfer to the account of the relevant Shareholders. Therefore, the
aforesaid Shareholders shall give notice in writing about their Banking Account Numbers, not later
than 26 June 2025, to the Share Registrar (“BAE”) of the Company:
PT Sinartama Gunita
Tekno Tower 7th Floor, Jln. H. Fachrudin No. 19,
Kebon Sirih, Tanah Abang, Jakarta Pusat 10250
Telp.: (021) 3922332 Fax.: (021) 3923003
c. Based on the prevailing tax laws and regulations, the cash dividend will be exempted from being a tax
object if it is received by the Domestic Corporate Taxpayer Shareholder (“WP Badan DN”) and the
Company will not deduct any Income Tax on the cash dividend paid to the WP Badan DN. The cash
dividend received by the Domestic Individual Taxpayer Shareholder (“WPOP DN”) will be exempted
from being a tax object as long as the dividend are invested in the territory of the Republic of Indonesia.
For WPOP DN who does not meet the investment requirements as regulated in the relevant regulations,
the cash dividend received shall be subject to Income Tax in accordance with the provision of the
prevailing laws, and the Income Tax must be self-paid by the WPOP DN in accordance with the
provisions of the Government Regulation No. 9 Year 2021 concerning Tax Treatment to Support Ease
of Doing Business.
d. For the Company’s Shareholder who is an Assessable Foreigner whose tax withholding will use an
adjusted Tariff determined by the Agreement on Double Tax Avoidance (Tax Treaty) shall be obliged
to comply with the requirements of the Director General of Tax Regulation number PER-25/PJ/218
concerning Procedures for Application of Double Tax Treaty and submit its Certificate of Domicile
(“SKD”) having been legalised by the Tax Service Office for Publicly Listed Companies to KSEI or BAE
according to the rules and regulations of KSEI on the deadline of SKD submission. Without any
abovementioned SKD, the cash dividend will be imposed an Income Tax of Article 26 of 20%.
The Third and Fourth Agenda:
1. a. Approved the appointment of the members of the Company’s Board of Directors and Board of
Commissioners, which shall be effective since the closing of the AGM, for the period until the closing of
the 5th Annual General Meeting of Shareholders which will be held in 2030, with the following composition:
BOARD OF DIRECTORS:
President Director : The Biao Leng;
Vice President Director : Jimmy Pramono;
Vice President Director : DR. ING. Gianto Widjaja;
Director : Franciscus Costan;
Director : D. Agus Purnomo;
Director : Drs. Gatot Eddy Pramono.
BOARD OF COMMISSIONERS:
President Commissioner : Franky Oesman Widjaja;
Vice President Commissioner : Rafael Buhay Concepcon, Jr.;
Vice President Commissioner /
Independent Commissioner : Prof. DR. Teddy Pawitra;
Commissioner : Ir. Lukmono Sutarto;
Independent Commissioner : Prof. DR. Susiyati B. Hirawan;
Independent Commissioner : Ardhayadi SE., MA;
Independent Commissioner : Ketut Sanjaya.
b. Granting the authority and power of attorney with substitution right to the Company’s Board of Directors to
conduct any actions in relation to the abovementioned appointment of the members of the Company’s
Board of Directors and Board of Commissioners, including but not limited to draw up and to cause drawn
Page 4
up and to sign any deed and/or document in regards with the appointment of the members of the
Company’s Board of Directors and Board of Commissioners, and notify the changes of the Company’s
data to the Minister of Law of the Republic of Indonesia.
2. a. Approved the granting of authority and power of attorney to the Company’s Majority Shareholder to
determine the salary, honorarium and allowances of the members of the Company’s Board of
Commissioners for the year 2025; and
b. Approved the granting authority and power of attorney to the Company’s Board of Commissioners to
determine the salary, honorarium, and allowances of the members of the Company’s Board of Directors
for the year 2025.
The Fifth Agenda:
a. Approved the granting of authority and power of attorney to the Company’s Board of Commissioners to
appoint a Public Accountant and/or a Public Accountant Firm registered in OJK, to audit the Company’s
Consolidated Financial Report for financial year 2025, by considering the recommendation from the
Company’s Audit Committee and in accordance with the criteria stipulated in POJK Number 9 Year 2023
regarding the Engagement of Public Accountant and Public Accountant Firm in Financial Services
Activities; and
b. Approved the granting of authority and power of attorney to the Company’s Board of Directors to determine
the honorarium of the Appointed Public Accountant Firm and other requirements of the appointment
thereof.
The Sixth and Seventh Agenda:
a. Approved to amend the Company’s Articles of Association namely the Article 3 of the Company’s Articles
of Association regarding Purpose, Objective and Business Activity of the Company in order to add the
Standard Classification of Indonesian Business Field of a new business activity that is Bio Gas Production
(35203) and the supporting business activities without changing the Company’s main business activities,
which are Electricity Generation (35111); Raw Water Storage and Distribution (36002); Motorised
Transportation for General Goods (49431); Motorised Transportation for Special Goods (49432);
Warehousing and Storage (52101); Owned or Rented Real Estate (68111); Holding Companies Activity
(64200); Head Office Activity (70100); Biotechnology Research and Development (72104); Research and
Development of Agricultural, Animal Husbandry, and Forestry Science (72105); Private Elementary/
Ibtidaiyah Education (85121); Private Junior High School/Tsanawiyah Education (85122).
b. Approved the granting of authority with substitution right to the Board of Directors of the Company to
conduct all legal actions in connection with this AGM resolution, including but not limited to appear before
the authorised officials, to discuss, to render and/or to request for information, to draw up or to cause drawn
up and to sign any deeds and/or other required documents, to file an application for approval from and/or
to notify the amendments of the Company’s Articles of Association to the Minister of Law of the Republic
of Indonesia, and for such purposes to make amendment(s) and/or addition(s) in whatsoever kinds needed
and/or required by the Minister of Law of the Republic of Indonesia, and to perform all other matters that
must and/or can be executed for the execution of this AGM resolution.
The Eighth Agenda:
a. Approved to confirm the Company’s complete address to be recorded in the Limited Liability Company
Registry to be at Sinar Mas Land Plaza Menara 2 Lantai 28-30, Jalan M.H. Thamrin Nomor 51, Rukun
Tetangga 009, Rukun Warga 004, Jakarta Pusat 10350.
b. Granting the authority and power of attorney with substitution right to the Board of Directors of the Company
to conduct any actions in relation to the abovementioned confirmation, including but not limited to draw up
and to cause drawn up and to sign any deed and/or document in regards with the confirmation of the
Company’s complete address and notify the changes of the Company’s data to the Minister of Law of the
Republic of Indonesia.
The Ninth Agenda:
Approved the granting of power and authority to the Company’s Board of Directors in order to transfer the
Company’s assets; or to provide the Company’s assets as collaterals; which constitute more than 50% (fifty
percent) of the Company’s net assets in 1 (one) or more transactions, either related to one another or not.
Jakarta, 17 June 2025
PT SINAR MAS AGRO RESOURCES AND TECHNOLOGY Tbk
(PT SMART Tbk)
Board of Directors
Names mentioned 21 people and organisations named in the text · linked when the evidence is strong
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.1
unresolved
person
Sri Hidianingsih Adi Sugijanto
p.1
unresolved
org
PT Sinartama Gunita Tekno Tower
p.3
unresolved
person
H. Fachrudin
p.3
unresolved
org
Minister of Law
p.4 ×4
unresolved
person
H. Thamrin
p.4
unresolved
org
SMART Tbk
p.4 ×2
Extraction attempts how the parser did, and what it refused
Nothing structured was extracted from this document — the attempts below say why.
Rule parser
Needs review
confidence 0.222
1159 ms
12 Sep 2026 22:38
no shares_present; no pct_present; no vote table found
Raw output
{'agenda': [], 'is_electronic': True, 'meeting_type': 'OTHER'}