20250528_HMSP_Ringkasan Risalah//Risalah RUPS_31890405_lamp4.pdf

II. MEETING DECISIONS

FIRST AGENDA

       Number of Shareholders              There are no Shareholders and/or Representatives of the Shareholders who raised a question
       who raised questions
       Result of the Voting                     Approve                                Abstain                               Disapproving
                                        108,756,026,668 shares                    158,984,251 shares                         63,000 shares
                                       or 99,854% of those present            or 0,146% of those present             or 0,00006% of those present

  Decision:
  Accept and approve the Annual Report and ratify the Consolidated Financial Statements of the Company for the financial year ending on
  December 31, 2024, which was audited by a certified independent Public Accountant Office registered with the OJK, KAP Rintis, Jumadi, Rianto
  & Rekan (a member of PricewaterhouseCoopers network of firms), and to grant full release and discharge (acquit et déchargé) to the members
  of the Board of Directors and the Board of Commissioners of the Company for the management and supervision carried out during the 2024
  financial year.

SECOND AGENDA

       Number of Shareholders             There are no Shareholders and/or Representatives of the Shareholders who raised a question
       who raised questions
       Result of the Voting                    Approve                              Abstain                               Disapproving
                                       108,758,756,269 shares                  156,254,650 shares                         63,000 shares
                                      or 99,856% of those present          or 0,143% of those present             or 0,00006% of those present

  Decision:
  1. Approve an amount of IDR 6,537,075,921,780 (six trillion five hundred thirty-seven billion seventy-five million nine hundred twenty-one
        thousand seven hundred eighty Rupiah) or IDR 56.2 (fifty-six point two Rupiah) per share of the Company's retained earnings for the
        financial year ending on December 31, 2024, to be distributed to the shareholders of the Company as a cash dividend with the following
        schedule:


                                                      Activity                                                                Date
         Announcement of the summary of the minutes of the Meeting and Indonesian Stock Exchange                           May 28, 2025
         End of stock trading period with dividend rights (Cum Dividend)
                  • Regular and Negotiation Markets                                                                        June 10, 2025
                  • Cash Market                                                                                            June 12, 2025
         Commencement of stock trading period without dividend rights (Ex-Dividend)
                  • Regular and Negotiation Markets                                                                        June 11, 2025
                  • Cash Market                                                                                            June 13, 2025
         Recording Date                                                                                                    June 12, 2025
         Dividend Payment                                                                                                  June 26, 2025

  2.     Approve the granting of authority to the Company’s Board of Directors to take all necessary actions and decisions, including formulating
         policies, for the implementation and administration of the cash dividend distribution, as well as policies regarding the procedure for
         unclaimed dividends by entitled shareholders within a specified period, in accordance with the prevailing laws and regulations.

       PROCEDURE OF CASH DIVIDEND PAYMENT
       The provisions on the payment of cash dividend are as follows:
       1. Shareholders entitled to the dividend payment are the shareholders whose name are registered in the Shareholders Register of the Company
          on Thursday, June 12, 2025, at 16:00 Western Indonesia Time. The payment of dividend shall be made through bank transfer.
       2. Cash Dividend Payment:
                 a.   For entitled Shareholders whose shares are still using script (physical), Cash Dividend payment will be made by bank transfer to the
                      account of the entitled Shareholder who has notified the name of the Bank and the account number in the name of the entitled
                      Shareholder to the Company's Securities Administration Bureau namely PT Raya Saham Registra ("BAE"), having its address at Plaza
                      Sentral, 2nd Floor, Jl. Jenderal Sudirman Kav. 47-48, South Jakarta, phone. +62 21 252 5666, fax. +62 21 252 5028 no later than
                      June 12, 2025, at 16:00 Western Indonesia Time and attach a photocopy of the KTP or Passport according to the address in the
                      Shareholders Register through a letter with stamp duty IDR10,000.

               b.    For entitled Shareholders whose shares are deposited in the collective deposit with the Indonesian Central Securities Depository
                     (KSEI), payment will be made through KSEI and entitled Shareholders will receive payments from the KSEI account holder
                     concerned.
    3.    Cash dividends to be distributed are subject to tax in accordance with the prevailing laws and regulations. Therefore, the shareholders who are
          entitled should pay attention to the following matters:
               a.    For eligible Shareholders who are Domestic Taxpayers who have not submitted their Taxpayer Identification Number (NPWP), are
                     requested to submit a copy of the NPWP to KSEI or BAE no later than June 12, 2025, at 16.00 Western Indonesia Time.
                     In accordance with the Government Regulation No. 9 of 2021 concerning Taxation Treatment to Support Ease of Doing Business
                     and Regulation of the Minister of Finance No. 18/PMK.03/2021 concerning Implementation of Law No. 11 of 2020 concerning Job
                     Creation in Income Tax, Value Added Tax (VAT) and Luxury Goods Sales Tax Sectors, as well as General Provisions and Taxation
                     Procedures and Regulation of the Minister of Finance No. 81 of 2024 concerning Taxation Provisions in the Context of the
                     Implementation of the Core Tax Administration System, Cash Dividends are not deducted of Income Tax (PPh) for:
                             i. Domestic Individual Taxpayers with the condition that the Cash Dividend must be invested in the territory of the Unitary
                                 State of the Republic of Indonesia for a certain period of time.
                                   If the Individual Taxpayer does not meet these requirements, the Income Tax (PPh) owed on the Cash Dividend must
                                   be paid by the Domestic Individual Taxpayer as stipulated in Article 373 of the Minister of Finance Regulation No. 81 of
                                   2024.
                             ii.   Domestic Corporate Taxpayer.
                     For eligible shareholders who are Foreign Taxpayers whose shares:
                              i. are deposited in the collective deposit KSEI, or
                             ii.   not deposited in the collective deposit KSEI (holding shares in scrip form).
                                 and those whose taxation will use the Double Tax Avoidance Agreement (PB3) rate, must meet the requirements of
                                 Article 26 of Law No. 36 of 2008 concerning Income Tax and submitting a Domicile Certificate (SKD) to KSEI (for whose
                                 shares are in collective custody) or BAE (for whose shares are not placed in KSEI collective custody or holding shares in
                                 scrip, no later than June 12, 2025 at 16:00 Western Indonesia Time, by using the format and procedures as required in
                                 the Directorate General of Taxes Regulation No. PER-25/PJ/2018 concerning Procedures for the Application of Double
                                 Taxation Avoidance Agreement, without SKD with the format referred to, Cash Dividends will be subject to Income Tax
                                 Article 26 amounting to 20%.
               b.    For Shareholders whose shares are held in collective custody at PT Kustodian Sentral Efek Indonesia ("KSEI"), the distribution of
                     Cash Dividends will be distributed by KSEI through the Securities Company and/or Custodian Bank where the Shareholders open a
                     securities account. Confirmation of the proceeds from the cash dividend distribution will be submitted by KSEI to the Securities
                     Company and/or Custodian Bank where the Shareholders open a securities account. Furthermore, shareholders will receive
                     information regarding the payment of Cash Dividends from the Securities Company and/or Custodian Bank where the Shareholders
                     open a securities account. Meanwhile, for Shareholders whose shares are not kept in collective custody at KSEI, the cash dividend
                     payment will be transferred directly to the Bank account of the shareholder concerned.



THIRD AGENDA

     Number of Shareholders               There are no Shareholders and/or Representatives of the Shareholders who raised a question
     who raised questions
     Result of the Voting                    Approve                                Abstain                                Disapproving
                                     108,758,756,269 shares                    156,254,650 shares                          63,000 shares
                                    or 99,856% of those present            or 0,143% of those present              or 0,00006% of those present

  Decision:
  Approve the appointment of the independent public accounting firm, Rintis, Jumadi, Rianto & Rekan (a member of the
  PricewaterhouseCoopers network of firms), which is certified and registered with the OJK, to audit the Company's financial statements for the
  financial year ending on December 31, 2025, and to authorize the Company’s Board of Directors to determine the amount of honorarium and
  other terms related to the appointment, in accordance with the applicable regulations regarding the appointment of public accountants.

FOURTH AGENDA

     Number of Shareholders               There are no Shareholders and/or Representatives of the Shareholders who raised a question
     who raised questions
     Result of the Voting                    Approve                                Abstain                                 Disapproving
                                     108,628,799,087 shares                    156,257,450 shares                       130,017,382 shares
                                    or 99,737% of those present            or 0.143% of those present                or 0,119% of those present

  Decision:
   1. Approve the amendments to the provisions of the Company's Articles of Association, namely: (i) Article 3 concerning Purpose, Objectives,
        and Business Activities; (ii) Article 15 concerning the Board of Directors; (iii) Article 17 concerning Meetings of the Board of Directors;
        (iv) Article 18 concerning the Board of Commissioners; (v) Article 20 concerning Meetings of the Board of Commissioners; and (vi) Article
        21 concerning Financial Year, Work Plan, and Annual Report, as presented on the screen and as made available on the Company's website
        since the date of the Meeting Invitation, namely May 5, 2025.

   2.    Approve the restatement of the entire Articles of Association of the Company;

   3.    Approve the restatement of the Company's data regarding the composition of the Company's shareholders; and

   4.    Approve granting of power and authority to the Board of Directors and/or the Corporate Secretary of the Company, with the right of
         substitution, to make amendments/adjustments and restate the Company's Articles of Association as may be required in accordance
         with the policies of the Minister of Law of the Republic of Indonesia and/or the Financial Services Authority, and to take all necessary
         actions in connection with the amendment of the Company's Articles of Association, including to state the resolutions of this Meeting in
         a Deed of Meeting Resolutions before a Notary, authorize the Notary to apply for approval and report/notify the amendments to the
         Minister of Law of the Republic of Indonesia, restate the entire Articles of Association of the Company and authorize the Notary to amend
         the Articles of Association in accordance with the instructions and suggestions from the Minister of Law of the Republic of Indonesia
         and/or the Financial Services Authority, and generally to take all necessary actions to implement the said amendments to the Company's
         Articles of Association.


FIFTH AGENDA

       Number of Shareholders           There are no Shareholders and/or Representatives of the Shareholders who raised a question
       who raised questions
       Result of the Voting                 Approve                               Abstain                             Disapproving
                                    108,747,526,869 shares                   156,255,350 shares                    11,291,700 shares
                                   or 99,757% of those present           or 0,094% of those present            or 0,149% of those present



  Decision:
  1. Approve the appointment of Paul Janelle as President Commissioner of the Company, replacing John Gledhill, with a term of office
        effective from the closing of this Meeting until the closing of the Annual General Meeting of Shareholders in 2030. In addition, to
        approve the granting of release and discharge (acquit et de charge) to John Gledhill from all liabilities and responsibilities in connection
        with the supervisory duties performed for the benefit of the Company during the period from January 1, 2025, up to and including May
        27, 2025, to the extent such actions are reflected in the Company’s audited consolidated financial statements for the financial year
        ending December 31, 2025.

  2.     Approve the appointment of Mindaugas Trumpaitis as Vice President Commissioner of the Company, with a term of office starting from
         the closing of this Meeting until the closing of the Annual General Meeting of Shareholders in 2030.

  3.     Approve the reappointment of all other members of the Board of Directors and the Board of Commissioners, with a term of office
         effective from the closing of this Meeting until the closing of the Annual General Meeting of Shareholders in 2030.

         Thus, the composition of the Board of Directors and Board of Commissioners of the Company shall be as follows:

         Board of Directors:
         President Director                  : The Ivan Cahyadi
         Director                            : Sergio Colarusso
         Director                            : Elvira Lianita
         Director                            : Sharmen Karthigasu
         Director                            : Gunnar Beckers
         Director                            : Andre Dahan
         Director                            : Johannes Hendrikus Bink
         Director                            : Yohan Lesmana Tjhin

         Board of Commissioners:
         President Commissioner              : Paul Janelle
         Vice President Commissioner         : Mindaugas Trumpaitis
         Independent Commissioner            : Justin Mayall
         Independent Commissioner            : Luthfi Mardiansyah

4.   Approve the granting of power and authority to the Company’s Board of Directors and/or Corporate Secretary, with the right of
     substitution, to state this resolution in a notarial deed, and to take any actions required or requested by the relevant authorities, as well
     as to generally take any actions deemed appropriate and necessary in connection with the appointment of the members of the Board of
     Directors and the Board of Commissioners, including making any amendments and/or additions in any form as may be required to ensure
     that the appointment of the members of the Board of Directors and the Board of Commissioners is accepted by the competent
     authorities.




                                                          Jakarta, May 28, 2025
                                                   PT Hanjaya Mandala Sampoerna Tbk.
                                                          The Board of Directors