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20250610_JRPT_Ringkasan Risalah//Risalah RUPS_31893785_lamp4.pdf
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®
E
URS is a member of Registrar of Standards (Holdings) Ltd.
PT JAYA REAL PROPERTY, TBK.
(“the Company”)
SUMMARY OF MINUTES OF THE
ANNUAL GENERAL MEETING OF SHAREHOLDERS
AND
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
In order to comply with OJK Regulation No. 15/POJK.04/2020 (“POJK15”) concerning
Planning and Conducting of General Meetings of Shareholders of Public Companies, The
Company hereby submit the summary of the Annual General Meeting of Shareholders and
Extraordinary General Meeting of Shareholders (“Meeting”) of the Company for the
financial year ended December 31st, 2024, the meeting was held on Wednesday, June 4th,
2025 at 09.40 AM –10.59 AM.
Annual General Meeting of Shareholders
Attendance:
Board of Commissioners : 1. Candra Ciputra President Commissioner
2. Vivian Setjakusuma Commissioner
3. Okky Dharmosetio Independent Commissioner
Board of Directors : 1. Trisna Muliadi President Director
2. Yohannes Henky Wijaya Vice President Director
3. Ir. Sutopo Kristanto, MM Vice President Director
4. Adi Wijaya, S.E Director
5. Dra. Swandayani Director
Invited : 1. Tina S Hadisumarto
Shareholders : The meeting attended by shareholders of the Company,
represent of 12,052,009,893 shares (93.388684% %) from
the total 12,905,214,400 after deducting the Treasury
Stock of 844,785,600 shares.
I. Meeting Agenda
1. The approval and ratification of the Company’s Annual Report and the
Supervisory Reports of the Board of Commissioners for the year ended December
31st, 2024 which contain among others the Company’s Financial Statements,
including the Statement of Financial Position and the Statement of Profit or Loss
and Other Comprehensive Income of the Company for the financial year of 2024
which ended December 31st, 2024, as well as the granting of full release and
discharge (acquit et de charge) to all members of the Board of Directors and the
Board of Commissioners of the Company for the management and supervision
actions that have been carried out in the financial year ending on December 31st,
2024;
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2. The approval to utilize the Company’s profits for the financial year ended
December 31st, 2024;
3. The appointment of Independent Public Accountant Firm to audit the books of the
Company for the financial year ended December 31st, 2025 by the Board of
Commissioners and grant of authority to the Board of Directors of the Company
to determine the honorarium of the Independent Public Accountant Firm along
with other terms of appointment;
4. The Appointment of the Composition of the Board of Directors of the Company;
5. Determination of the compensation and salary and/or other allowances for the
members of the Board of Directors and the honorarium and/or other allowances
for the members of the Board of Commissioners of the Company.
II. Fulfillment of the Legal Procedure for Annual General Meeting of
Shareholders :
1. Submitting information to the Financial Services Authority and the Indonesia
Stock Exchange with letter No. 019/JRP/CS/IV/2025 dated April 16, 2025
Regarding the Notification of the Agenda of the General Meeting of Shareholders
of PT Jaya Real Property Tbk, and subsequently submitted a revision of the
agenda notification through letter No. 052/JRP/CS/V/2025 dated May 6, 2025,
regarding the Revised Notification of Changes to the Agenda of the General
Meeting of Shareholders of PT Jaya Real Property Tbk;
2. Announcement to shareholders on 24 April 2025 and announced through the
Indonesia Stock Exchange website, the Company's official website and eASY.KSEI
application;
3. Invitation to shareholders on 9 May 2025 and announced through the Indonesia
Stock Exchange website, the Company's official website and eASY.KSEI
application;
III. Meeting Resolutions
First Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 40,177,500 shares or 0.333368%of the total authorized shares
present at the Meeting.
b. There were no shareholders and/or proxies of shareholders who expressed
valid dissenting votes at the Meeting.
c. shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,011,832,393 shares or 99.666632%of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Planning and Organizing of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes are deemed to cast the same
vote as the votes of the majority of shareholders who cast votes. Therefore, the
number of affirmative votes of 12,052,009,893 or 100% of the total authorized
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shares present at the Meeting resolved to approve the resolution of the First
Agenda of the Meeting.
- Decision of the First Agenda of the Meeting will be shall as follows :
1. Approved and accepted the Company's Annual Report and the supervisory duty
report of the Board of Commissioners of the Company for the financial year
ended December 31st, 2024 including Statements of Financial Position and
Statements of Profit or Loss and Other Comprehensive Income, for the financial
year ended on December 31st, 2024, which were audited by Registered Public
Accounting Firm of Amir Abadi Jusuf, Aryanto, Mawar & Rekan expressed an
unmodified opinion on those statements as referred to in its report dated March
6th, 2025 No 00100/2.1030/AU.1/03/0501-2/1/III/2025;
2. Approved the release and discharge of the members of the Board of Directors
from their responsibilities on their management actions for the Company and the
members of the Board of Commissioners on their supervisory action for the
Company for the financial year ended on December 31 st, 2024 (acquit et de
charge), considering that all actions related to business activities that are derived
from the core business of the Company and reflected in the Company's Financial
Statements.
Second Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically.
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 38,276,500 shares or 0.317594% of the total authorized shares
present at the Meeting.
b. There were no shareholders and/or proxies of shareholders who expressed
valid dissenting votes at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,013,733,393 shares or 99.682406% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Planning and Organizing of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes are deemed to cast the same
vote as the votes of the majority of shareholders who cast votes. Therefore, the
number of affirmative votes of 12,052,009,893 or 100% of the total authorized
shares present at the Meeting resolved to approve the resolution of the First
Agenda of the Meeting.
- Decision of the Second Agenda of the Meeting will be shall as follows :
1. Approved and ratified the Company’s Income for the Years Attributable to
Owners of the Parents amounting to Rp 1.130.540.838.000,00,- details as
follows:
a. Approved and determined for dividend payment in the amount of Rp 27.-
per share. The amount of net income distributed would be Rp
Rp371.250.000.000,- or 32.84% (according to the outstanding shares at the
recording date);
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b. Remaining net income of the Company recorded as retained earnings of the
Company.
2. Grant authority and power the Board of Directors of the Company to
determine the procedure, schedule and implementation of dividend
distribution in accordance with provisions of the applicable laws and
regulations in the capital market sector.
Third Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 38,276,500 shares or 0.317594% of the total authorized shares
present at the Meeting.
b. Shareholders and/or proxies of shareholders who expressed disapproval votes
amounted to 8,614,495 shares or 0.071478% of the total authorized shares
present at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,005,118,898 shares or 99,610928% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes shall be considered to cast the
same votes as the majority votes, thus the total affirmative votes amounted to
12,043,395,398 shares or 99.928522% of the total valid shares present in the
Meeting decided to approve the resolution of the Third Agenda of the Meeting.
- Decision of the Third Agenda of the Meeting will be shall as follows :
1. To grant authority to the Board of Commissioners of the Company to appoint a
Public Accountant and a Public Accounting Firm registered with the Financial
Services Authority (OJK) to audit the Company’s Financial Statements for the
financial year ending December 31, 2025, with due consideration of the
recommendations provided by the Audit Committee;
2. To authorize the Board of Directors of the Company to determine the
honorarium and other terms and conditions in connection with the
appointment of the Public Accountant and the Public Accounting Firm.
Fourth Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 38,276,500 shares or 0.317594% of the total authorized shares
present at the Meeting.
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b. Shareholders and/or proxies of shareholders who expressed disapproval votes
amounted to 6,259,200 shares or 0.051935%of the total authorized shares
present at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,007,474,193 shares or 99,630471% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes shall be considered to cast the
same votes as the majority votes, thus the total affirmative votes amounted to
12,045,750,693 shares or 99,948065% of the total valid shares present in the
Meeting decided to approve the resolution of the Fourth Agenda of the Meeting.
- Decision of the Fourth Agenda of the Meeting will be shall as follows :
1. Approved the reappointment Mr Adi Wijaya, S.E. as, for a term of office of 3
(three) years as of the closing of this Meeting until the closing of the Annual
General Meeting of Shareholders of the Company to be held in 2028 (two
thousand twenty eight)
The composition of the Board of Commissioners and the Board of Directors
commencing from the closing of the Meeting are as follows:
BOARD OF COMMISSIONERS:
President Commissioner : Mr. Candra Ciputra
Commissioner : Mrs. Vivian Setjakusuma
Independent Commissioner : Mr. Okky Dharmosetio
BOARD OF DIRECTORS:
President Director : Mr. Trisna Muladi
Vice President Director : Mr. Yohannes Henky Wijaya
Vice President Director : Mr. Ir. Sutopo Kristanto, M.M.
Director : Mr. Adi Wijaya, S.E
Director : Mrs. Dra. Swandayani
2. Grant authority and power to the Board of Directors of the Company with the
right of substitution to take all actions in connection with the determination of
composition of the Board of Commissioners and the Board of Directors of the
Company, including but not limited to, to make or request to be made, and to
sign all deeds related thereto, and to notify the composition of the Board of
Commissioners and the Board of Directors of the Company to the Ministry of
Law and Human Rights of the Republic of Indonesia.
Fifth Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 38,276,500 shares or 0.317594% of the total authorized shares
present at the Meeting.
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b. Shareholders and/or proxies of shareholders who expressed disapproval votes
amounted to 100 shares or 0,000001% of the total authorized shares present
at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,013,733,293 shares or 99,682405% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes shall be considered to cast the
same votes as the majority votes, thus the total affirmative votes amounted to
12,052,009,793 shares or 99,999999% of the total valid shares present in the
Meeting decided to approve the resolution of the Fourth Agenda of the Meeting.
- Decision of the Fifth Agenda of the Meeting will be shall as follows :
1. Determine the amount of increase in honorarium and/or other allowances of
the Company's Board of Commissioners by a maximum of 5% from last year.
2. Grant authority and power to the Board of Commissioners of the Company
to determine the fees and salaries and/or other allowances of the Board of
Directors of the Company.
Extraordinary General Meeting of Shareholders
Attendance:
Board of Commissioners : 1. Candra Ciputra President Commissioner
2. Vivian Setjakusuma Commissioner
3. Okky Dharmosetio Independent Commissioner
Board of Directors : 1. Trisna Muliadi President Director
2. Yohannes Henky Wijaya Vice President Director
3. Ir. Sutopo Kristanto, MM Vice President Director
4. Adi Wijaya, S.E Director
5. Dra. Swandayani Director
Invited : 1. Tina S Hadisumarto
Shareholders : The meeting attended by shareholders of the Company,
represent of 12,120,002,893 shares (93,915549%) from
the total 12,905,214,400 after deducting the Treasury
Stock of 844,785,600shares.
I. Meeting Agenda
1. Approval to transfer the buyback shares totaling 839,280,900 shares by
withdrawing through capital reduction.
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II. Fulfillment of the Legal Procedure for Extraordinary General Meeting of
Shareholders :
1. Submitting information to the Financial Services Authority and the Indonesia
Stock Exchange with letter No. 019/JRP/CS/IV/2025 dated April 16, 2025
Regarding the Notification of the Agenda of the General Meeting of
Shareholders of PT Jaya Real Property Tbk, and subsequently submitted a
revision of the agenda notification through letter No. 052/JRP/CS/V/2025
dated May 6, 2025, regarding the Revised Notification of Changes to the
Agenda of the General Meeting of Shareholders of PT Jaya Real Property Tbk;
2. Announcement to shareholders on 24 April 2025 and announced through the
Indonesia Stock Exchange website, the Company's official website and
eASY.KSEI application;
3. Invitation to shareholders on 9 May 2025 and announced through the
Indonesia Stock Exchange website, the Company's official website and
eASY.KSEI application;
III. Meeting Resolutions
First Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of
the shareholders present to ask questions and/or give opinions related to the
First Agenda of the Meeting.
- During the question and answer session, there was one questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 19,400,400 shares or 0.160069% of the total authorized
shares present at the Meeting.
b. There were no shareholders and/or proxies of shareholders who expressed
valid dissenting votes at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 12,100,602,493 shares or 99.839931% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Planning and Organizing of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes are deemed to cast the same
vote as the votes of the majority of shareholders who cast votes. Therefore, the
number of affirmative votes of 12,120,002,893 or 100% of the total authorized
shares present at the Meeting resolved to approve the resolution of the First
Agenda of the Meeting.
- Decision of the First Agenda of the Meeting will be shall as follows :
1. Approved the transfer of a portion of the shares resulting from the share
buyback through a capital reduction, amounting to 839,280,900 (eight
hundred thirty-nine million two hundred eighty thousand nine hundred) shares
or Rp 16,785,618,000.00 (sixteen billion seven hundred eighty-five million six
hundred eighteen thousand Rupiah), thereby reducing the issued and paid-up
capital from 13,750,000,000 (thirteen billion seven hundred fifty million)
shares or Rp 275,000,000,000.00 (two hundred seventy-five billion Rupiah) to
12,910,719,100 (twelve billion nine hundred ten million seven hundred
nineteen thousand one hundred) shares or Rp 258,214,382,000.00 (two
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hundred fifty-eight billion two hundred fourteen million three hundred eighty-
two thousand Rupiah), and accordingly amending Article 4 paragraph 2 of the
Company’s Articles of Association in accordance with the resolution of the
Meeting;
2. Granted authority and power to the Board of Directors of the Company, with
the right of substitution, to take any and all necessary actions in connection
with the resolution of this Meeting, including but not limited to
stating/incorporating such resolution into notarial deeds, and to amend,
adjust, and/or restate the provisions of Article 4 paragraph 2 of the
Company’s Articles of Association.
South Tangerang, June 10th, 2025
PT Jaya Real Property, Tbk.
Board of Directors
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Names mentioned 15 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Ir. Sutopo Kristanto
p.1 ×6
unresolved
person
Adi Wijaya
p.1 ×5
unresolved
person
Dra. Swandayani
p.1 ×3
unresolved
org
Financial Services Authority
p.2 ×9
unresolved
org
Indonesia Stock Exchange
p.2 ×6
unresolved
org
Mawar & Rekan
p.3
unresolved
person
Vivian Setjakusuma Independent
p.5 ×4
unresolved
person
Trisna Muladi Vice
p.5
unresolved
person
Yohannes Henky Wijaya Vice
p.5 ×4
unresolved
org
Ministry of Law and Human Rights
p.5
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