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20250522_INTP_Ringkasan Risalah//Risalah RUPS_31888312_lamp1.pdf
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Unofficial Translation Jakarta, 21 May 2025 No. : 02/ITP/V/2025 Subject : Resume of the Extraordinary General Meeting of Shareholders of PT Indocement Tunggal Prakarsa Tbk. To: PT Indocement Tunggal Prakarsa Tbk. Wisma Indocement Building 13" floor, Jenderal Sudirman Street, Lot 70-71, Rukun Tetangga 003, Rukun Warga 003, Setia Budi Sub-District, Setiabudi District, South Jakarta Sincerely, We hereby convey the Resume of the Extraordinary General Meeting of Shareholders (“Meeting”) of “PT INDOCEMENT TUNGGAL PRAKARSA Tbk.”, domiciled in South Jakarta and having its address at Wisma Indocement Building, 13" Floor, Jenderal Sudirman Street, Lot 70-71, Rukun Tetangga 003, Rukun Warga 003, Setia Budi Sub-District, Setiabudi District, South Jakarta (the “Company”) as follows: A. Date, Time, Venue and Agenda The Meeting was held on: Day/date : Wednesday, 21 May 2025 Time 111.29 until 11.53 Western Indonesian Time Venue : Melati Room, Wisma Indocement Building Ground Floor, Jenderal Sudirman Street, Lot 70-71, Jakarta 12910 Meeting's Agenda: 1. Withdraw the Company's buyback shares by reducing the Company's issued and paid-up capital and amend the provisions of Article 4 paragraph 2 of the Company's Articles of Association. 2. Approval of the Company's Shares Buyback. Notifications, Announcements, and Invitations for Meetings have been carried out in accordance with the provisions of the Company's Articles of Association and Financial Services Authority Regulation Number 15/POJK.04/2020 dated 20 April 2020 concerning the Plan and Implementation of the General Meeting of Shareholders of a Public Company (“POJK 15”), namely:
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com - NOTIFICATION regarding the Meeting's plan and agenda to Financial Services Authority (“OJK”) has been submitted by its letter number 035/ITP-CLCC/!II/2025 dated 27 March 2025 juncto letter number 044/ITP-CLCC/IV/2025 dated 14 April 2025, - ANNOUNCEMENT to the shareholders had been published in Indonesia Stock Exchange (“BEI”) website, Indonesian Central Securities Depository (“KSEI”) website and the Company's website on 14 April 2025, and - INVITATION to the shareholders to attend this Meeting, had been published in BEI's website, KSEI's website and the Company's website on 29 April 2025. B. The attendance of the Board of Commissioners and the Board of Directors The Meeting was attended by: Board of Commissioners: President Commissioner Vice President Commissioner/ Independent Commissioner Vice President Commissioner/ Independent Commissioner Independent Commissioner Commissioner Commissioner Board of Directors: President Director Vice President Director Director Director Director Director Director : Roberto Callieri : Tedy Djuhar (present via electronic media) : Simon Subrata : Franciscus Welirang : Juan Francisco Defalgue : Haji Suharso Monoarfa (on the Identity Card written as H Suharso Monoarfa) : Christian Kartawijaya : Benny Setiawan Santoso : Hasan Imer : Troy Dartojo Soputro : Oey Marcos : Holger March : Sunnira Ly . Total and percentage of shareholders' attendance The Meeting has been attended or represented by shareholders whom totally owned 2,895,527,428 (two billion eight hundred ninety five million five hundred twenty seven thousand four hundred twenty eight) shares or 86.434Y46 (eighty six point four three four percent) of the total shares with valid voting rights issued by the Company amounting to 3,681,231,699 (three billion six hundred eighty one million two hundred thirty one thousand six hundred
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com ninety nine) shares minus the shares controlled by the Company due to the repurchase of the Company's shares in the amount of 331,257,800 (three hundred thirty one million two hundred fifty seven thousand eight hundred) shares, based on the Company's Shareholder Register as of 28 April 2025 at 4.00 PM Western Indonesian Time, therefore, guorum to conduct the Meeting has been fulfilled and the Meeting can adopt legal and binding decisions, provided that the Meeting must be attended and/or represented by at least 2/3 (two-thirds) of the total number of shares with valid voting rights. D. Providing opportunities to raise guestions and convey opinions In discussing each agenda of the Meeting, the shareholders were given the opportunity to raise guestions and/or convey opinions regarding the agenda of the Meeting. E. Mechanism of Resolution The resolution was conducted by voting. Voting is carried out verbally by raising hands and handling over the ballot cards for the shareholders or their legitimate proxies who attend physically and for the shareholders or their legitimate proxies who attend the Meeting electronically cast vote through Electronic General Meeting System KSEI (“eASY.KSEI”). The resolution of the Meeting was made under deliberation of consensus mechanism and in the case that deliberations for consensus is failed to be reached, the resolution conducted by voting provided that approval by more than 2/3 (two-thirds) of all shares with valid voting rights present at the Meeting. Abstain vote shall be considered cast the vote same as the vote of the majority shareholders casting the votes (Article 12 paragraph 11 Article of Association of the Company). F. @uestions, results of voting and resolutions of the Meeting |. 1st Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,885,432,352 228,000 9,867,076 2,895,299,428 or or or or 99.651Y6 0.008Yc 0.341Y0 99.992Yo
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Resolutions: 1. 4. To approve withdrawing some of the shares resulting from the Company's share buyback carried out in 2021 and 2022 by reducing the Company's issued and paid-up capital by 165,628,900 (one hundred sixty five million six hundred twenty eight thousand nine hundred) shares, each share with a nominal value of Rp500 (five hundred Rupiah). . To approve reducing the issued and paid-up capital of the Company which was originally Rp1,840,615,849,500 (one trillion eight hundred forty billion six hundred fifteen million eight hundred forty nine thousand five hundred Rupiah) divided into 3,681,231,699 (three billion six hundred eighty one million two hundred thirty one thousand six hundred ninety nine) shares, each share with a nominal value of Rp500 (five hundred Rupiah), reduced to Rp1,757,801,399,500 (one trillion seven hundred fifty seven billion eight hundred one million three hundred ninety nine thousand five hundred Rupiah) divided into 3,515,602,799 (three billion five hundred fifteen million six hundred two thousand seven hundred ninety nine) shares, each share with a nominal value of Rp500 (five hundred Rupiah). . In connection with the matters mentioned above, we hereby grant approval to amend the provisions of Article 4 paragraph 2 of the Company's articles of association in such a way, so that henceforth it reads and is written as follows: 2. Of the authorized capital, 43.945Y6 (forty three point nine four five percent) or a total of 3,515,602,799 (three billion five hundred fifteen million six hundred two thousand seven hundred ninety nine) shares have been issued and paid-up with aa total nominal value of Rp1,757,801,399,500 (one trillion seven hundred fifty seven billion eight hundred one million three hundred ninety nine thousand five hundred Rupiah). Agree to grant authority and power to the Company's Board of Directors or Corporate Secretary with the right of substitution to take all necessary actions in connection with the decisions of the Meeting, in accordance with applicable laws and regulations, including to restate the decisions of the Meeting before a Notary.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com 2nd Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,884,874,552 228,000 10,424,876 2,895,299,428 or or or or 99.632Yo 0.008Y6 0.360 99.992Yo Resolutions: 1. To approve the Company's Shares Buyback with the term as determined in Disclosure of Information dated 14 April 2025. 2. To approve the granting of power of attorney to the Board of Directors or Corporate Secretary with the right of substitution to take all actions related to the resolution of the Meeting, in accordance with the prevailing regulations, including to restate the Meeting resolutions before a Notary. The resolutions of the Meeting are contained in the deed of “MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF PT INDOCEMENT TUNGGAL PRAKARSA Tbk.” dated 21 May 2025 number 07, drawn up by me, Notary. An excerpt of such deed is currently still in the process of being completed at my office. Thus, this resume is submitted before an excerpt of the above deed, which we will send to the Company as soon as it is completed.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Sincerely yours, Notary at South Jakarta Municipality
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