Skip to content
Back to announcement

20250612_TPIA_Ringkasan Risalah//Risalah RUPS_31894628_lamp2.pdf

RUPS minutes Needs review TPIA

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 6

Page 1
                                         PT CHANDRA ASRI PACIFIC TBK
                                              Domiciled in Jakarta
                                               (the “Company”)

                                                ANNOUNCEMENT

                                      SUMMARY OF THE MINUTES OF
                              THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

In order to comply with Article 49 paragraph (1) and Article 51 of the Financial Services Authority Regulation No.
15/POJK.04/2020 regarding Planning and Implementation of General Meeting of Shareholders of Public Companies,
the Board of Directors of the Company hereby announces to the Shareholders that the Company has conducted the
Annual General Meeting of Shareholders (the "Meeting"), as follows:

A. On:
   Day/Date             :   Wednesday/ 11 June 2025
   Time                 :   14.13 – 15.13 Western Indonesian Time
   Venue                :   Wisma Barito Pacific, Tower B, M Floor
                            Jalan Letnan Jenderal S. Parman Kaveling 62-63, Jakarta 11410
    Meeting Agenda      :    1. Approval of the Company’s Annual Report and the Supervisory Duties Report of the
                                  Board of Commissioners, as well as the ratification of the Company’s Financial
                                  Statements for fiscal year of 2024.
                             2. Determination of salary/honorarium and other remuneration for members of the
                                  Company’s Board of Commissioners and the Board of Directors for fiscal year of
                                  2025.
                             3. Appointment of the Public Accountant Firm to audit the Company’s Financial
                                  Statements for fiscal year of 2025.
                             4. Changes on determination of the use of the Company's net profit for fiscal year of
                                  2018.
                             5. Approval of the changes of Company's management composition.
                             6. Submission of Realization Report of the Use of Proceeds of the Limited Public
                                  Offering III of 2021.

     The members of Board of Directors and Board of Commissioners who attended the Meeting:

     BOARD OF COMMISSIONERS

     President Commissioner                         :    Djoko Suyanto
     (also acted as Independent Commissioner)
     Vice President Commissioner                    :    Tan Ek Kia*
     (also acted as Independent Commissioner & Head of Audit Committee)
      Commissioner                                  :    Ho Hon Cheong
      Commissioner                                  :    Agus Salim Pangestu*
      Commissioner                                  :    Lim Chong Thian
      Commissioner                                  :    Bandhit Thamprajamchit*
      Commissioner                                  :    Santi Wasanasiri



                                                                                                                1
Page 2
     BOARD OF DIRECTORS
     Vice President Director                                       :    Pholavit Thiebpattama
     Vice President Director                                       :    Baritono Prajogo Pangestu
     Director                                                      :    Andre Khor Kah Hin
     Director                                                      :    Jirathpol Sunsap
     Director                                                      :    Fransiskus Ruly Aryawan
     Director                                                      :    Suryandi
     Director                                                      :    Sarayuth Vorapuekjaru
     Director                                                      :    Petch Niyomsen
     Director                                                      :    Anawat Chansaksoong*
     Director                                                      :    Suwit Wiwattanawanich
     Director                                                      :    Boedijono Hadipoespito
     Director                                                      :    Edi Riva’i
     Director                                                      :    Raymond Budhin
     *) present virtually through video teleconferencing

B.     The Meeting has been attended by 82,930,935,316 shares who have valid voting rights or 95.86% of the total
       shares with valid voting rights issued by the Company.

C.     In the Meeting, the Shareholders and/or their proxies were given the opportunity to ask questions and/or give
       opinions related to Meeting agenda.

D.
       First Agenda                            : no questions and/or opinions.
       Second Agenda                           : no questions and/or opinions.
       Third Agenda                            : no questions and/or opinions.
       Fourth Agenda                           : no questions and/or opinions.
       Fifth Agenda                            : no questions and/or opinions.
       Sixth Agenda                            : reporting only.

E.     Decision making mechanism in the Meeting is as follows:
       Decision of the Meeting shall be made by deliberation to reach a consensus. If deliberation to reach a consensus
       cannot be achieved, then voting will be casted by counting the number of shares that non-approve, abstain as
       well as approve.

F.     The result of decision making carried out by voting:

      FIRST AGENDA:

                      Approving                                          Abstain                           Non-Approving
         82,883,995,116       shares     or                45,066,200         shares       or   1,874,000 shares or 0.00225971% of
         99.94339844% of total shares with                 0.05434184% of total shares with     total shares with valid voting rights
         valid voting rights present in the                valid voting rights present in the   present in the Meeting
         Meeting                                           Meeting


       Resolutions of the First Agenda are as follows:

         1.    Approve and accept the Company's Annual Report for the fiscal year of 2024 which is ended on 31
               December 2024, including the Report of the Board of Directors and ratify the Report of Supervisory Duties
               of the Board of Commissioners for the fiscal year of 2024.



                                                                                                                                        2
Page 3
 2.   Approve and ratify the Company's Financial Statement for the fiscal year of 2024 which has been audited
      by "LIANA RAMON XENIA & REKAN” Public Accountant Firm with the opinion "Fairly in All Material
      Respects" as provided in its report No. 00047/2.1460/AU.1/04/1766-3/1/III/2025 dated 14 March 2025.

 3.   Approve to grant the full release and discharge of all obligations ("Volledig Acquit et de Charge") to all
      members of the Board of Directors and members of the Board of Commissioners of the Company for their
      managerial and supervisory duties that have been carried out during the fiscal year of 2024, as long as
      such actions are reflected in the Annual Report and Financial Statements of the Company, except for fraud,
      embezzlement and other criminal acts.

SECOND AGENDA:

              Approving                                Abstain                            Non-Approving
 82,860,805,422       shares     or      43,965,609         shares       or   26,164,285 shares or 0.03154949%
 99.91543579% of total shares with       0.05301473% of total shares with     of total shares with valid voting rights
 valid voting rights present in the      valid voting rights present in the   present in the Meeting
 Meeting                                 Meeting


Resolutions of the Second Agenda are as follows:

 1.   Determine the salary/honorarium and other remuneration for all members of the Company's Board of
      Commissioners including the Independent Commissioner the overall of which after deducted the income tax
      does not exceed the amount of USD1.500.000 (one million and five hundred thousand United States Dollars)
      per year as of the closing of this Meeting and subsequently the Meeting delegates the authority to the Board of
      Commissioners of the Company to determine the amount of salary/honorarium and other remuneration for
      each member of the Board of Commissioners.

 2.   Approve the delegation of authority to the Company's Board of Commissioners to determine the amount of
      salary/honorarium and other remuneration for each member of the Company's Board of Directors.


THIRD AGENDA:

              Approving                                Abstain                            Non-Approving
 82,840,389,780       shares     or      43,166,300 shares or 0.0520509%      47,379,236 shares or 0.05713096%
 99.89081814% of total shares with       of total shares with valid voting    of total shares with valid voting rights
 valid voting rights present in the      rights present in the Meeting        present in the Meeting
 Meeting


Resolutions of the Third Agenda are as follows:

 1.   Approve the appointment of the Liana Ramon Xenia & Rekan Public Accounting Firm (member of Deloitte
      Asia Pacific and from Deloitte Network), or their successors and assignee who are members of Deloitte
      Asia Pacific and from Deloitte Network, to audit the Company's Financial Statements for the fiscal year of
      2025.

 2.   Approve the granting of authority to the Company’s Board of Directors to determine the honorarium for
      the Public Accounting Firm and to appoint a Substitute Accountant from the same Public Accounting Firm
      if for any reason the Public Accountant is unable to complete the audit of the Company's Financial
      Statements on time.


                                                                                                                         3
Page 4
FOURTH AGENDA:

              Approving                                Abstain                             Non-Approving
 82,138,031,416       shares     or      43,166,300 shares or 0.0520509%       749,737,600 shares or 0.90405058%
 99.04389852% of total shares with       of total shares with valid voting     of total shares with valid voting rights
 valid voting rights present in the      rights present in the Meeting         present in the Meeting
 Meeting


Resolutions of the Fourth Agenda are as follows:

1. Approve the use of net profit for the 2018 fiscal year attributable to the Owners of the Parent Entity, totaling
   US$181,650,682 (one hundred and eighty one million six hundred and fifty thousand six hundred and eighty two
   United States Dollars), as follows:

     a) In the amount of US$3,600,000 (three million six hundred thousand United States Dollars) or the equivalent
        of approximately 1,98% (one point nine eight percent) of the net profit for the 2018 fiscal year which can be
        attributed to the Owner of the Parent Entity to be set aside as reserves, in accordance with Article 70
        paragraph (1) Company Law;

     b) In the amount of US$54,500,000 (fifty four million five hundred thousand United States Dollars) or the
        equivalent of approximately 30% (thirty percent) of the net profit for the 2018 fiscal year attributable to the
        Owners of the Parent Entity will be given as cash dividends to the Shareholders of the Company and will be
        calculated with the interim dividend of US$28,801,917 (twenty eight million eight hundred one thousand
        nine hundred seventeen United States Dollars) which was paid to Shareholders on 24 October 2018. So the
        remaining cash dividend payment will be US$25,698,083 (twenty five million six hundred ninety eight
        thousand eighty three United States Dollars) or equivalent to US$0.00144 (zero point zero zero one four four
        United States Dollars) per share has been paid on 14 June 2019 to the Company's Shareholders whose names
        are registered in the Company's Shareholders Register on 16 April 2019 (recording date) at 16.00 WIB;

     c) In the amount of US$30,000,000 (thirty million United States Dollars) or the equivalent of approximately
        16,52% (sixteen point five two percent) of the net profit for the 2018 fiscal year attributable to the Owners
        of the Parent Entity will be provided as an additional cash dividends to the Company's Shareholders or
        US$0.00035 (zero point zero zero zero three five United States Dollars) per share will be paid to the
        Company's Shareholders whose names are recorded in the Company's Shareholders Register on 19 May
        2025 (recording date) at 16.00 WIB; and

     d) d)The remaining amount is US$93,550,682 (ninety three million five hundred fifty thousand six hundred
        eighty two United States Dollars) or equivalent to 51.50% (fifty one point five zero percent) of the
        attributable net profit for the 2018 fiscal year to the Owner of the Parent Entity is recorded as retained
        earnings to finance the Company's business activities.

 2. Approve the full delegation of power and authority to the Company’s Board of Directors to determine the
    schedule and procedure of the cash dividend distribution and to announce it in accordance with the
    applicable laws and regulations.




                                                                                                                          4
Page 5
FIFTH AGENDA:

                  Approving                             Abstain                            Non-Approving
     82,052,973,555       shares     or   45,175,309         shares       or   832,786,452 shares or 1.00419276% of
     98.94133382% of total shares with    0.05447341% of total shares with     total shares with valid voting rights
     valid voting rights present in the   valid voting rights present in the   present in the Meeting
     Meeting                              Meeting


Resolutions of the Fifth Agenda are as follows:

1.     Approve the resignation of (i) Mr. Sarayuth Vorapruekjaru, Mr. Petch Niyomsen, Mr. Jirathpol Sunsap, Mr.
       Anawat Chansaksoong, Mr. Phuping Taweesarp and Mr. Boedijono Hadipoespito from their position as the
       Company’s Director, (ii) Mrs. Chantanida Sarigaphuti and Mr. Suracha Udomsak as the the Company’s
       Commissioner, effective as of the closing of this Meeting, and express gratitude for the services that have
       been rendered to the Company during their tenure and give full discharge and release of responsibilities
       (“Volledig Acquit et de Charge”) to Mr. Sarayuth Vorapruekjaru, Mr. Petch Niyomsen, Mr. Jirathpol Sunsap,
       Mr. Anawat Chansaksoong, Mr. Phuping Taweesarp, Mr. Boedijono Hadipoespito, Mrs. Chantanida
       Sarigaphuti and Mr. Suracha Udomsak for the supervisory and managerial actions that have been conducted
       until the closing of this Meeting, to the extent that such actions are reflected in the Annual Report and
       Financial Statements of the Company for the Fiscal Year of 2025 which will be submitted and approved at
       the Company's Annual General Meeting of Shareholders which will be held in 2026, except for fraud,
       embezzlement and other criminal acts.

2.     Approve the appointment of Mrs. Nongnapat Saisuthi, Mr. Wittaya Guntawang, Mr. Ronald Sihombing and
       Mr. Hamim Thohari as new Director of the Company, so as of the closing of this Meeting until the closing of
       the Company's Annual General Meeting of Shareholders which will be held in 2027, the composition of the
       Company's Board of Directors and the Board of Commissioners are as follows:

       Board of Directors:
       − President Director                       : Mr. Erwin Ciputra
       − Vice President Director                  : Mr. Pholavit Thiebpattama
       − Vice President Director                  : Mr. Baritono Prajogo Pangestu
       − Director                                 : Mr. Andre Khor Kah Hin
       − Director                                 : Mr. Fransiskus Ruly Aryawan
       − Director                                 : Mr. Suryandi
       − Director                                 : Mrs. Nongnapat Saisuthi
       − Director                                 : Mr. Suwit Wiwattanawanich
       − Director                                 : Mr. Wittaya Guntawang
       − Director                                 : Mr. Edi Riva’i
       − Director                                 : Mr. Raymond Budhin
       − Director                                 : Mr. Ronald Sihombing
       − Director                                 : Mr. Hamim Thohari

       Board of Commissioners:
       − President Commissioner                 : Mr. Djoko Suyanto
          (also acted as Independent Commissioner)
       − Vice President Commissioner            : Mr. Tan Ek Kia
         (also acted as Independent Commissioner & the Head of Audit Committee)
       − Commissioner                           : Mr. Ho Hon Cheong
          (also acted as Independent Commissioner)

                                                                                                                  5
Page 6
     −   Commissioner                           : Mr. Agus Salim Pangestu
     −   Commissioner                           : Mr. Lim Chong Thian
     −   Commissioner                           : Mr. Sakchai Patiparnpreechavud
     −   Commissioner                           : Mr. Bandhit Thamprajamchit
     −   Commissioner                           : Mr. Santi Wasanasiri

3.   Approve to grant the power of attorney with substitution rights to the Company’s Board of Directors to sign
     the deed of Statement of Meeting Resolutions on changes of the Company’s management composition
     before a Notary and to further notify the Minister of Law and Human Rights of the Republic of Indonesia and
     register it in the Company Register and take all necessary actions in accordance with the laws and regulations
     of the Republic of Indonesia.

SIXTH AGENDA:

This Meeting agenda is only a report, therefore no resolution is made.


                                         Jakarta, 13 June 2025
                                     PT CHANDRA ASRI PACIFIC TBK
                                         BOARD OF DIRECTORS




                                                                                                                 6

File

File Open PDF
Source IDX
Size0.25 MB
Published13 Jun 2025
Pages6
Characters18,714
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 33 people and organisations named in the text · linked when the evidence is strong

linked person Tan Ek Kia p.1 ×2
linked person Agus Salim Pangestu p.1 ×2
linked person Lim Chong Thian p.1 ×2
linked person Baritono Prajogo Pangestu p.2 ×2
linked person Andre Khor Kah Hin p.2 ×2
linked person Fransiskus Ruly Aryawan p.2 ×2
linked person Erwin Ciputra p.5
linked person Edi Riva’i p.5
possible org CHANDRA ASRI PACIFIC TBK p.1 ×5
possible person Djoko Suyanto p.1 ×2
unresolved org Financial Services Authority p.1
unresolved org LIANA RAMON XENIA & REKAN p.3 ×2
unresolved person Sarayuth Vorapruekjaru p.5 ×2
unresolved person Petch Niyomsen p.5 ×2
unresolved person Jirathpol Sunsap p.5 ×2
unresolved person Anawat Chansaksoong p.5 ×2
unresolved person Phuping Taweesarp p.5 ×2
unresolved person Boedijono Hadipoespito p.5 ×2
unresolved person Chantanida Sarigaphuti p.5 ×2
unresolved person Suracha Udomsak p.5 ×2
unresolved person Nongnapat Saisuthi p.5 ×2
unresolved person Wittaya Guntawang p.5 ×2
unresolved person Ronald Sihombing p.5 ×2
unresolved person Hamim Thohari p.5 ×2
unresolved person Pholavit Thiebpattama p.5
unresolved person Suryandi p.5
unresolved person Suwit Wiwattanawanich p.5
unresolved person Raymond Budhin p.5
unresolved person Ho Hon Cheong p.5
unresolved person Sakchai Patiparnpreechavud p.6
unresolved person Bandhit Thamprajamchit p.6
unresolved person Santi Wasanasiri p.6
unresolved org Minister of Law and Human Rights p.6

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 0.000 686 ms 12 Sep 2026 22:38

no RUPS minutes content - likely misclassified

↑↓ select ↵ open ⇧↵ see every result