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20250604_BUMI_Ringkasan Risalah//Risalah RUPS_31892261_lamp2.pdf
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ANNOUNCEMENT OF SUMMARY OF
MINUTES OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT BUMI RESOURCES TBK.
PT BUMI RESOURCES TBK (“the Company”), domiciled in South Jakarta, hereby would like to inform that on Monday, 2 June 2025,
the Company has convened the Extraordinary General Meeting of Shareholders (“EGMS”) at J.S. Luwansa Hotel, Ballroom 2, 1st floor, Jl. H.R.
Rasuna Said Kav. C-22, Kuningan, South Jakarta - 12940, Indonesia.
EGMS was opened at 03:53 pm Western Indonesia Time and was attended both physically and virtually by members of the Board of
Commissioners and Directors of the Company, as follows:
A. Commissioners and Directors Physically Present at the EGMS
Board of Commissioners Directors
- President Commissioner concurrently as - Director : Mr. PHIONG PHILLIPUS DARMA
Independent Commissioner : Mr. SHARIF CICIP - Director : Mr. EDDY SANUSI
SUTARDJO - Director : Mr. NALINKANT A. RATHOD
- Independent Commissioner : Mr. Y.A. DIDIK CAHYANTO - Director : Mrs. R.A. SRI DHARMAYANTI
- Independent Commissioner : Mr. ANGGAWIRA - Director : Mr. ANDREW CHRISTOPHER
BECKHAM
- Director : Mr. MARINGAN M. IDO HOTNA
HUTABARAT
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- Director : Mr. ASHOK MITRA
- Director : Mr. RIO SUPIN
- Director : Mr. HIMAWAN SETIADI
Commissioners and Directors Virtually Present at the EGMS
Board of Commissioners Directors
- Independent Commissioner : Mr. KANAKA - President Director : Mr. ADIKA NURAGA BAKRIE
PURADIREDJA - Director : Mr. YINGBIN IAN HE
- Independent Commissioner : Mr. ANTON SETIANTO
SOEDARSONO
- Comissioner : Mr. THOMAS MYER
KEARNEY
B. Attendance Quorum of Shareholders
That the quorum requirements in order to validly convene the EGMS are as follows:
➢ Quorum for Attendance and Quorum for Adoption of Resolutions
• For the 1st agenda item of the EGMS, pursuant to the provision of Article 41 paragraph 1(a) of /POJK.15/2020 and Article 12
paragraph 2.(1).a of the Company’s Articles of Association, EGMS may be convened if attended by the Shareholders and/or
represented by their legitimate proxies representing more than 1/2 (one half) of the Company’s total issued shares carrying valid
voting rights and pursuant to the provision of Article 41 paragraph 1(c) of OJK Rule No. 15/2020 and Article 12 paragraph 2.(1).c
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of the Company’s Articles of Association, any resolution of the EGMS shall be valid if approved by more than 1/2 (one half) of
total voting shares present thereat.
• For the 2nd agenda item of the EGMS, Pursuant to the provision of Article 42.a of OJK Rule No.15/2020, the EGMS may be
convened if attended by Shareholders representing, at least, 2/3 (two thirds) of total shares carrying valid voting rights, and the
EGMS resolution shall be valid if approved by more than 2/3 (two thirds) of total voting shares present at the EGMS.
- EGMS was attended by Shareholders or their legitimate Proxies amounting to 305,316,178.363 (three hundred five billion three hundred
sixteen million one hundred seventy eight thousand three hundred and sixty three) shares or accounting for 82.221% (eighty two point two
two one percent) of 371,335,392,068 (three hundred seventy one billion three hundred thirty five million three hundred ninety two thousand
sixty eight), being the total number of issued shares of the Company as at 6 May 2025 up until 04:00 pm Western Indonesia Time.
- Based on the attendance quorum, the EGMS was declared valid and was therefore allowed to adopt valid and binding resolutions for the
whole agenda item of EGM.
C. Agenda Item of EGMS
1. Approval to Implement Quasi Reorganization.
2. Amendment to the Company’s Articles of Association for Adjustment to KLBI (the Indonesia Standard Industrial
Classification) 2020.
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D. Question & Answer Session
Prior to the adoption of resolutions, the Chairman of EGMS provided the opportunity to the shareholders to raise their questions in the
discussion of each Agenda Item of the EGMS. 2 (two) Shareholders or Proxies raised their questions in the discussion of the 1st agenda item
of EGMS.
E. Mechanism for Adopting Resolutions
• Resolutions were adopted through amicable discussions for consensus. However, in the case of a shareholder or proxy rejecting a
proposed resolution or casting abstention vote, the resolution would be adopted by voting.
• Voting was done by the Notary.
F. EGMS Resolutions
1st Agenda Item of EGMS
Approval to Implement Quasi Reorganization
Number of Shareholders 2 Shareholders.
Asking Questions
Voting Results In Favour Abstention Against
EGMS was approved by 300,787,941,463 (three hundred 2,463,104,390 (two billion four 4,528,236,900 (four billion five
majority of votes billion seven hundred eighty-seven hundred sixty three million one hundred twenty-eight million
million nine hundred forty-one hundred four thousand three two hundred thirty-six thousand
thousand four hundred sixty-three) hundred ninety) shares. nine hundred) shares or 1.483%
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shares or 98.516% (ninety-eight point -That pursuant to Article 47 of OJK (one point four eight three
five one six percent) of total number Rule No. 15/2020 and Article 12 percent) of total numbers of votes
of votes present at the EGMS. paragraph 2.(8) of the Company’s present at the EGMS.
Articles of Association, votes
present, but do not cast a vote
(abstention) shall be deemed to have
cast the same vote as the majority of
votes.
Resolution of the 1st 1. To approve the planned Quasi Reorganization of the Company.
Agenda Item of EGMS 2. To approve the grant of full powers and authority to Directors of the Company, either individually
or jointly, with the right of substitution to perform all necessary actions related to the resolutions of
the Meeting and the Quasi Reorganization, including but not limited to, eliminating the accumulated
loss (deficit) by using the position of share premium, which represents the excess amount between the
paid-up capital and the nominal value of shares in relation to the Quasi Reorganization, including,
taking all actions in connection with the resolutions of the Meeting deemed necessary and useful for
such purposes with none of them being excluded.
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2nd Agenda Item of EGMS
Amendment to Articles of Association of the Company for Adjustment to KLBI
(the Indonesia Standard Industrial Classification) 2020.
Number of Shareholders None
Asking Questions
Voting Results In Favour Abstention Against
EGMS was approved by 291,705,403,697 (two hundred ninety 2,464,112,990 (two billion four 13,610,774,666 (thirteen billion
majority of votes one billion seven hundred five milion hundred sixty four million one six hundred ten million seven
four hundred three thousand six hundred twelve thousand nine hundred seventy four thousand
hundred ninety seven) shares or hundred ninety) shares. six hundred sixty) shares or
95.542% (ninety five point five four -That pursuant to Article 47 of OJK 4.457% (four point four five
two percent) of total number of votes Rule No. 15/2020 and Article 12 seven percent) of total numbers
present at the EGMS. paragraph 2(8) of the Company’s of votes present at the EGMS.
Articles of Association, votes
present, but do not cast a vote
(abstention) shall be deemed to have
cast the same vote as the majority of
votes.
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Resolution of the 2nd 1. To approve the Amendment to Article 3 of the Company's Articles of Association regarding the
Agenda Item of EGMS Purpose and Objectives, as well as Business Activities of the Company for the purposes of adjustment
to the Indonesian Standard Industrial Classification (KBLI) 2020 and restatement of all provisions
in the Company's Articles of Association with respect to these changes, where the adjustment will
not constitute a change in the Company's Business Activities as referred to in POJK No.
17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities.
Accordingly, Article 3 of the Company's Articles of Association will entirely read as follows:
Article 3
Purpose and Objective, as well as Business Activities
(1) The purpose and objective of the Company is to engage in wholesale trading, head office
activities, and other management consultancy activities.
(2) To achieve the above purpose and objective, the Company may carry out the following business
activities:
a. Main Business Activities
− KBLI (Indonesia’s Business Industrial Classification System) 46100 (Wholesale Trade
on a fee or contract basis)
Conducting wholesale trading on a fee or contract basis, which encompasses businesses
acting as agents that receive commissions, as intermediaries (brokers), conduct
auctions, and engage in other wholesale trading activities in the domestic and
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international markets on behalf of others. Activities include commission agents,
commodity brokers, and all other wholesale traders who sell on behalf of and at the
expense of others. This includes activities involved in joint sales and purchases or
conducting transactions on behalf of companies, including via the internet. It also
covers agents involved in the wholesale trade of agricultural raw materials, live
animals, textile raw materials and semi-finished goods, fuel, ores, metals, and
chemicals, including fertilizers, food, beverages, and tobacco, textiles, clothing, fur,
footwear, and leather goods, wood and building materials, machinery, including office
machinery and computers, industrial equipment, ships, aircraft, furniture, household
goods, and hardware; wholesale auction houses; commission agents for radioactive
materials and ionizing radiation generators. It includes the operation of commodity
auction markets. Excluded from this group is the wholesale trade of automobiles and
motorcycles, which is classified in groups 451 to 454.
− KBLI 70209 (Other Management Consulting Activities)
Conducting other management consulting activities, which include the provision of
advice, guidance for business operations and organizational and other management
issues, such as strategic and organizational planning; decisions related to finances,
marketing objectives and policies, human resource planning, practice, and policies;
scheduling and control. Service providers in this category may offer advice, guidance,
and operational assistance for a wide range of management functions, management
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consultancy by agronomist, and agricultural economist in agriculture and the likes,
design of accounting methods and procedures, cost accounting programs, budget
expenditure control procedures, cost accounting program, budget monitoring
procedure, provision of advice and assistance for people’s business and services in
planning, organization, efficiency and supervision, management information, etc. This
category also includes services related to infrastructure investment studies.
− KBLI 64200 (Holding Company Activities)
Engaged in Holding Company Activities, which include the activities of a holding
company, viz a company that control the assets of a group of subsidiaries engaged in
mining and whose main activity is the ownership of such group. "A Holding Company"
is not involved in the business activities of its subsidiaries. Its activities include services
provided by counsellors and negotiators in designing mergers and acquisitions of
companies, including conducting mining activities either directly or through its
subsidiaries permitted by the government, including but not limited to the
transportation and sale of coal and/or metallic and non-metallic minerals.
b. Support Business Activities:
− KBLI 70100 (Head Office Activities)
Conducting Head Office activities by performing supervision and management of other
company units or enterprises, strategic business or organizational planning, and
decision-making on corporate or enterprise policies. Units in this group perform
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operational control and manage the operations of related units. Activities within this
group include, among others, head offices, central administrative offices, incorporated
offices, district offices, regional offices, and branch management offices.
(3) To support the business activities as referred to in paragraph 2 above, the Company may carry
out all business activities which are relatd to and could support the main business and support
business of the Company, including but not limited to investing and/or divesting in other
companies, either in the form of equity participation, setting up or subscribing to, or disposing
of shares of, other companies directly or indirectly; or providing funding and/or financing and
support needed by subsidiaries or other companies in investing or conducting other business
activities which could support the Company's business activities, to the extend permitted by the
applicable laws and regulations.
2. To approve the grant of full authority and power with the right of substitution to Directors of the
Company, either individually or jointly, to take all actions and perform all things necessary in
relation to the amendment of the Company's articles of association as referred to above, including
making adjustments to the Company's Articles of Association and / or restating the entire Articles of
Association of the company in a Notarial Deed and notify the same to the authorized agency in
accordance with applicable laws and regulations to obtain approval and / or receipt of notification of
changes to the Company's Articles of Association, perform all things deemed necessary and useful
for such purpose, none of which being excluded.
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EGMS of the Company was officially closed at 04:31 pm Western Indonesia Time.
Jakarta, 4 June 2025
PT BUMI RESOURCES TBK.
DIRECTORS
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Names mentioned 18 people and organisations named in the text · linked when the evidence is strong
unresolved
person
PHIONG PHILLIPUS DARMA Independent
p.1 ×2
unresolved
person
EDDY SANUSI SUTARDJO
p.1 ×2
unresolved
person
KANAKA
p.2
unresolved
person
ADIKA NURAGA BAKRIE PURADIREDJA
p.2 ×2
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