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20250523_MIDI_Penyampaian Bukti Iklan_31888958_lamp3.pdf
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PT MIDI UTAMA INDONESIA Tbk
("Company")
RESOLUTIONS SUMMARY OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
In connection with execution of Annual General Meeting of Shareholders (“AGMS”) of PT Midi Utama Indonesia Tbk (“Company”), below are the resolutions summary of AGMS:
A. Execution of AGMS
Day/Date : Thursday, May 22, 2025
Venue : Alfa Tower Lantai 17, Jl. Jalur Sutera Barat Kav. 7 - 9, Alam Sutera, Tangerang 15143
Time : 09.30 Western Indonesia Time
Agenda : 1. Approval on the Annual Report, including ratification on the audited Financial Statements of the Company for financial year ended on 31 December 2024, the
Board of Commissioners’ supervision report for the financial year ended on 31 December 2024;
2. Determination on the use of current year profit for financial year ended on 31 December 2024;
3. Appointment of a public accountant for the financial year ended on 31 December 2025;
4. Determination on the salaries and benefits of the members of the Board of Commissioners for financial year ended on 31 December 2025;
5. Approval on the composition changes of the members of the Board of Directors of the Company related to the end of the term of office of the members of the
Board of Directors of the Company;
6. Approval on the composition changes of the members of the Board of Commissioners of the Company related to the end of the term of office of the members of
the Board of Commissioners of the Company;
7. Approval of Amendment to Article 3 of the Company’s Articles of Association;
8. Accountability report on the realization of the use of proceeds from Limited Public Offering through the increase of capital with Pre-emptive Rights (HMETD).
B. Attendance of the Board of Directors and the Board of Commissioners
- Members of the Board of Commissioners and members of the Board of Directors attended the AGMS:
- Independent Commissioner : Eddy Supardi
- President Director : Rullyanto
- Director : Maria Theresia Velina Yulianti
- Director : Suantopo Po
- Director : Afid Hermeily
Quorum of Shareholders Attendance
C.
The Meeting was attended by 29,765,408,318 shares, representing 89.02% of the total 33,435,294,800 shares issued and fully paid-up by the Company. Accordingly, in accordance with
the provisions of the Company’s Articles of Association, the quorum requirement for convening the Meeting has been duly met.
D. Question and Answer Sessions
Shareholders and/or their proxies present at the Meeting were given the opportunity to submit questions, opinions, proposals, and/or suggestions related to the agenda items being
discussed. Shareholders or their proxies physically attending the Meeting may raise questions and/or express opinions by raising their hand, completing the designated question and/or
opinion form, and submitting it to the Meeting officer. Shareholders or their proxies attending electronically may submit their questions and/or opinions in writing via the chat feature in the
"Electronic Opinions" column displayed on the E-Meeting Hall screen within the eASY.KSEI application.
The number of shareholders and/or their proxies who submitted questions and/or opinions: one (1) person submitted a question regarding Agenda Item 1 through the eASY.KSEI
application, and one (1) person submitted a question regarding Agenda Item 7 through the eASY.KSEI application.
E. Mechanism Decision Making
The decision making mechanism for shareholders or their proxies who are physically present and express a dissenting opinion or abstain shall be carried out by raising their hand and by
completing and submitting a ballot to the Meeting officer. Shareholders or their proxies attending electronically shall cast their vote through the eASY.KSEI application within a period of
thirty (30) seconds.
In the event that the shareholder or proxy fails to exercise their voting rights or to abstain within the aforementioned time limit, such shareholder or proxy shall be deemed to have cast the
same vote as the majority of shareholders who have voted.
F. The Resolutions of AGMS
I. First Agenda:
1. To approve the Annual Report of the Company for financial year ended on December 31, 2024, including ratification on the Financial Statements (audited), the Board of
Commissioners' supervision report for the financial year ended on December 31, 2024;
2. To grant full release and discharge to the members of the Board of Directors for the acts of management and to the members of the Board of Commissioners for acts of
supervision they performed during financial year 2024.
There is 1 question from Shareholders.
Approved Votes: 29,497,106,407 shares (99.10%); Against: 100 shares (0.00%); Abstained: 268.301.811 shares (0,90%).
II. Second Agenda:
1. To approve the appropriation of net profit for financial year ended on December 31, 2024, as follows:
a. An amount of Rp1,000,000,000 (one billion Rupiah) will be appropriated as reserve fund in accordance with Articles of Association of Company and Law No. 40 year
2007 on Limited Liability Company;
b. An amount of Rp245,749,416,780 (two hundred forty five billion, seven hundred forty nine million, four hundred sixteen thousand, seven hundred eighty Rupiah) or
Rp7.35 (seven point three five Rupiah) per share, will be paid as cash dividend to the shareholders whose name are registered in the Company's Register of
Shareholders on June 05, 2025 at 16.00 Western Indonesian Time, considering the Regulation of Indonesian Stock Exchange as follows:
1. Cum Dividend in the Regular Market and Negotiation Market: on June 03, 2025;
2. Ex Dividend in the Regular Market and Negotiation Market: on June 04, 2025;
3. Cum Dividend for trading in the Cash Market: on June 05, 2025;
4. Ex Dividend for trading in the Cash Market: on June 10, 2025;
5. Execution of dividend payments: on June 18, 2025.
Such cash dividend shall be subject to income tax in accordance with the prevailing laws and regulations
c. The remaining current year profit in the amount of Rp299,657,334,190 (two hundred ninety nine billion six hundred fifty seven million three hundred thirty four thousand
one hundred ninety Rupiah) shall be allocated for the Company’s investment and working capital purposes, and shall be recorded as Retained Earnings.
2. To authorize the Board of Directors to execute payment of dividend and to perform all the actions as it deems necessary related to the payment of dividend.
No question or opinion from Shareholders.
Approved Votes: 29,495,147,807 shares (99.09%); Against: 1,958,700 shares (0.01%); Abstained: 268,301,811 shares (0.90%).
III. Third Agenda:
To grant authority and power to the Board of Commissioners of the Company to appoint a Public Accounting Firm to audit the Company’s financial statements for the fiscal year
ending on December 31, 2025.
No question or opinion from Shareholders.
Approved Votes: 28,106,619,239 shares (94.43%); Against: 1,390,487,268 shares (4.67%); Abstained: 268,301,811 shares (0.90%).
IV. Fourth Agenda:
To approve the salaries and other benefits of the members of the Board of Commissioners for financial year 2025, totally not exceeding Rp5,000,000,000 (five billion Rupiah) which
the distribution will be based on decision of the Board of Commissioners.
No question or opinion from Shareholders.
Approved Votes: 29,495,143,807 shares (99.09%); Against: 1,962,700 shares (0.01%); Abstained: 268,301,811 shares (0.90%).
V. Fifth Agenda:
1. To approve the appointment of the members of the Board of Directors of the Company with the following composition:
Board of Directors:
- President Director : RULLYANTO
- Director : MARIA THERESIA VELINA YULIANTI
- Director : SUANTOPO PO
- Director : ENDANG MAWARTI
- Director : AFID HERMEILY
effective as of the closing of this Meeting for a term of office of five (5) years in accordance with the Company’s Articles of Association.
2. To authorize the Board of Directors of the Company to state the resolution of the Meeting regarding the appointment of the members of the Board of Directors in a notarial deed
and to submit the necessary notifications to the relevant authorities in accordance with the prevailing laws and regulations.
No question or opinion from Shareholders.
Approved Votes: 27,804,514,912 shares (93.41%); Against: 1,692,591,595 shares (5.69%); Abstained: 268,301,811 shares (0.90%).
VI. Sixth Agenda:
1. To approve the appointment of the members of the Board of Commissioners of the Company with the following composition
Board of Commissioners
- President Commissioner : BUDIYANTO DJOKO SUSANTO
- Independent Commissioner : EDDY SUPARDI
- Independent Commissioner : Komjen Pol. (Purn.) Dr. BOY RAFLI AMAR, M.H.
effective as of the closing of this Meeting for a term of office of five (5) years in accordance with the Company’s Articles of Association.
2. To authorize the Board of Directors of the Company to state the resolution of the Meeting regarding the appointment of the members of the Board of Commissioners in a
notarial deed and to submit the necessary notifications to the relevant authorities in accordance with the prevailing laws and regulations.
No question or opinion from Shareholders.
Approved Votes: 27,804,514,912 shares (93.41%); Against: 1,692,591,595 shares (5,69%); Abstained: 268,301,811 shares (0.90%).
VII. Seventh Agenda
1. To approve the amendment of Article 3 of the Company’s Articles of Association concerning the Purpose and Objectives as well as the Business Activities of the Company in
relation to the adjustment of the 2020 Indonesian Standard Business Classification (KBLI 2020) and the Minister of Trade Regulation Number 31 of 2023 concerning Business
Licensing, Advertising, Development, and Supervision of Business Actors in Trade through Electronic Systems;
2. To grant power of attorney with the right of substitution to the Board of Directors of the Company to formalize the resolution concerning the amendment of Article 3 of the
Company’s Articles of Association and to restate the entire Articles of Association in a Notarial Deed, as well as to submit notifications to the relevant authorities and to
undertake all necessary actions in relation to the amendment of the Company’s Articles of Association.
There is 1 question from Shareholders.
Approved Votes: 27,804,514,912 shares (93.41%); Against: 1,692,591,595 shares (5.69%); Abstained: 268,301,811 shares (0.90%).
VIII. Eight Agenda
It is hereby conveyed that, in order to comply with the provisions of the Financial Services Authority Regulation Number: 30/POJK.04/2015 concerning the Report on the Realization
of the Use of Proceeds from Public Offerings, we hereby submit the report on the realization of the use of proceeds from the Limited Public Offering (abbreviated as “LPO”) through
Capital Increase by way of Issuing Pre-Emptive Rights (abbreviated as “PMHMETD”), as follows:
1. The Company has conducted a Limited Public Offering (LPO) through a Capital Increase by way of Issuing Pre-Emptive Rights (PMHMETD) with a nominal value of Rp10 per
share and an exercise price of Rp270 (two hundred seventy Rupiah) per share, whereby a total of 4,611,764,800 (four billion six hundred eleven million seven hundred sixty-
four thousand eight hundred) additional shares have been entirely listed on the Indonesia Stock Exchange on July 21, 2023.
2. The proceeds from the Limited Public Offering (LPO) through a Capital Increase by way of Issuing Pre-Emptive Rights (PMHMETD) amounted to Rp1,245,176,496,000 (one
trillion two hundred forty five billion one hundred seventy six million four hundred ninety six thousand Rupiah). The expenses incurred for the implementation of the Limited
Public Offering (LPO) amounted to Rp12,313,585,639 (twelve billion three hundred thirteen million five hundred eighty five thousand six hundred thirty nine Rupiah), resulting in
net proceeds of Rp1,232,862,910,361 (one trillion two hundred thirty two billion eight hundred sixty-two million nine hundred ten thousand three hundred sixty one Rupiah).
3. The proceeds from the aforementioned Limited Public Offering (LPO) have been fully utilized, with the following details:
- in the amount of Rp863,004,026,664 (eight hundred sixty three billion four million twenty six thousand six hundred sixty four Rupiah) was used as working capital of the
Company to support its business activities, including but not limited to payments to suppliers for merchandise inventory, promotional expenses, transportation of goods,
repair and maintenance costs, and other operational expenses;
- in the amount of Rp288,295,462,965 (two hundred eighty eight billion two hundred ninety five million four hundred sixty two thousand nine hundred sixty five Rupiah) was
used for the development of the Company’s outlets of all branches; and
- in the amount of Rp81,563,420,732 (eighty one billion five hundred sixty three million four hundred twenty thousand seven hundred thirty two Rupiah) was used for the
development of the Company’s warehouses in Central Java, Southeast Sulawesi, and North Sulawesi.
The allocation of the realized use of funds is in accordance with the planned use disclosed in the Prospectus.
The Company has submitted the latest report on the realization of fund usage to the Financial Services Authority (OJK) and the public through Letter Number: 290/MUI-
CORP.SECR/06/2024 dated June 10, 2024.
Tangerang, May 22, 2025
Board of Directors of the Company
Names mentioned 9 people and organisations named in the text · linked when the evidence is strong
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Komjen Pol. (Purn.) Dr. BOY RAFLI AMAR
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Minister of Trade Regulation
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Financial Services Authority
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Indonesia Stock Exchange
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