Skip to content
Back to announcement

20250522_INTP_Ringkasan Risalah//Risalah RUPS_31888312_lamp4.pdf

RUPS minutes Needs review INTP

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 8

Page 1 OCR 0.949
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. : O1/ITP/V/2025

Subject : Resume of the Annual 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 Annual General Meeting of Shareholders for
the financial year 2024 (“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 : 09.50 until 11.23 Western Indonesian Time
Venue : Melati Room, Wisma Indocement Building Ground Floor,

Jenderal Sudirman Street, Lot 70-71, Jakarta 12910

Meeting's Agenda:

1. Approval of the Company's annual report including supervisory report of the
Board of Commissioners and ratification of the Company's Consolidated
Financial Statements for financial year 2024.

2. Appropriation of the Company's net profit for financial year 2024.

3. Appointment of public accountant and public accounting firm to audit the
Company's book for financial year 2025.

4. Changes of the members of the Management of the Company.

5. Determination of the salary and other allowances for the Board of Directors
and honorarium for the Board of Commissioners of the Company.
Page 2 OCR 0.934
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@

mail.com

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:

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

Board of Directors:
President Director
Vice President Director

: Roberto Callieri
: Tedy Djuhar

(present via electronic media)

: Simon Subrata
: Franciscus Welirang

: Juan Francisco Defalgue

: Christian Kartawijaya
: Benny Setiawan Santoso

Director : Hasan Imer

Director : Troy Dartojo Soputro
Director : Oey Marcos

Director : Holger March
Director : Sunnira Ly

. Total and percentage of shareholders' attendance

The Meeting has been attended or represented by shareholders whom totally
owned 2,895,547,358 (two billion eight hundred ninety five million five
hundred forty seven thousand three hundred fifty eight) shares or 86.435
(eighty six point four three five percent) of the total shares with valid voting
rights issued by the Company amounting to 3,681,231,699 (three billion six
Page 3 OCR 0.940
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. 224517
E-mail. denithanur12. mail.com

hundred eighty one million two hundred thirty one thousand six hundred
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 according to Article 12 paragraphs 2.a.
of the Company's Articles of Association, guorum to conduct the Meeting has
been fulfilled and the Meeting can adopt legal and binding resolutions, provided
that the Meeting must be attended and/or represented by more than 1/2 (one half)
of the total 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 it must be approved by
more than 1/2 (one half) of the total shares with 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
|. 15 Agenda:
Number of Shareholders who submit guestions and/or convey opinions: 2 (two).

Voting Results:
Page 4 OCR 0.920
Notaris

DENI THANUR, S.E., S.H., M.Kn.

Wisma Bumiputera Lantai M, Suite 206
Jalan Jenderal Sudirman Kav 75, Jakarta

Tel. 021-522.

4516 Fax. 021-5224517
E-mail. denithanur123@gmail.com

Agree Disagree Abstain Total Agree Vote
2,869,470,782 441,500 25,635,076 2,895,105,858
or or or or
99.099 Yo 0.015Y6 0.885Y6 99.985Y6
Resolutions:

1. To approve and accept the Annual Report of the Company, including the
supervisory report from the Board of Commissioners for financial year 2024.

2. To ratify the Company's consolidated financial statements of the financial year
2024, which consist of the consolidated balance sheet and statement of
income and with its explanation which has been audited by the Public
Accounting Firm “Rintis, Jumadi, Rianto dan Rekan” (member firm of
PricewaterhouseCoopers global network) with “Unmodified” pursuant to its
letter number 00316/2.1457/AU.1/04/1137-2/1/11/2025 dated 21 March 2025,
and declare that the consolidated financial statements of the Company for the
financial year 2024 have been submitted to the OJK and the BEI on 21 March
2025 through the Extensible Business Reporting Language in the integrated
electronic reporting system of the OJK and the BEI and has been published
on the Company's website remains unchanged and therefore it is not
necessary to be published pursuant to Article 68 paragraph 4 Law Number 40
Year 2007 concerning Limited Liability Company and its amendments.

3. To give full acguittal and discharge (volledig acguit et de charge) to all
members of the Board of Directors and Board of Commissioners of the
Company, for all managerial and supervisory actions that has been
conducted in the financial year ended on 31 December 2024, as long as
those actions are reflected in the annual report and recorded in the
Company's consolidated financial statements for financial year 2024, and not
a criminal offense or breach of the prevailing laws and regulations.

11.2”d Agenda:

Number of Shareholders who submit guestions and/or convey opinions: none.

Voting Results:

Agree Disagree Abstain Total Agree Vote
2,872,400,582 407,700 22,739,076 2,895,139,658
or atau atau atau
99.201Y9 0.014Y6 0.785Y6 99.986Yo

Page 5 OCR 0.943
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:

To approve the appropriation of the company's net profit for the year 2024 that
attributable to the owner of the parent company of the Company in the amount
of Rp2,007,945,865,447 (two trillion seven billion nine hundred forty five
million eight hundred sixty five thousand four hundred forty seven Rupiah)
as follows:

a.

Distribute cash dividends to the Company's shareholders in the amount of
Rp259 (two hundred fifty nine Rupiah) per 1 (one) share, without taking
into account the number of shares controlled by the Company due to the
repurchase of shares by the Company (treasury share), with the total
dividend value of Rp867.643.239.841 (eight hundred sixty seven billion
six hundred forty three million two hundred thirty nine thousand eight
hundred forty one Rupiah).

. The remaining net profit forthe 2024 financial year after the distribution of the

cash dividend will be recorded as part of the undetermined retained earnings
balance.

. The Shareholders who are entitled to receive the dividend are those whose

names are registered in the Company's Register of Shareholders on
Wednesday, 4 June 2025 at 4:00 PM Western Indonesian Time.

. Grant authorization and proxy to the Company's Board of Directors with

substitution rights to decide on schedule including term and condition of
dividend payout to the shareholders duly eligible based on the regulation of
the Indonesia Stock Exchange, cum dividend period for regular market and
negotiation market on Monday, 2 June 2025 and its ex-dividend on Tuesday,
3 June 2025. Meanwhile cum dividend for cash market on Wednesday,
4 June 2025 and its ex-dividend on Thursday, 5 June 2025. Dividend
payment shall be distributed starting Friday, 20 June 2025. Tax for cash
dividend will be applied according to Indonesian taxation regulation.

IN. 3" Agenda:

Number of Shareholders who submit guestions and/or convey opinions: none.

Voting Results:
Page 6 OCR 0.925
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

Agree Disagree Abstain Total Agree Vote
2,789,231,526 83,616,756 22,699,076 2,811,930,602
or or or or
96.328Yo 2.888Yo 0.784Yo 97 11276
Resolutions:

1

. To appoint Public Accountant and Public Accounting Firm “Rintis, Jumadi,

Rianto dan Rekan” (member firm of PricewaterhouseCoopers global
network), and Lukmanul Arsyad as Public Accountant or other partner
appointed by Public Accounting Firm “Rintis, Jumadi, Rianto dan Rekan” to
audit the Company's book for the financial year 2025.

. To authorize the Board of Directors to determine the fee or honorarium of the

public accounting firm as well as any reguirement related to the appointment
of such public accounting firm.

. To authorize the Board of Commissioners to reappoint the substitute of the

Public Accounting Firm in case of such appointed Public Accounting Firm is
unable to perform its duties based on the capital market regulations in
Indonesia.

IV. 4" Agenda:

Number of Shareholders who submit guestions and/or convey opinions: none.

Voting Results:

Agree Disagree Abstain Total Agree Vote
2,714,352,313 158,495,969 22,699,076 2,737,051,389
or or or or
93.742Y0 5.474Y0 0.784Yo | 94.526Yo
Resolutions:

1

. To approve and accept the resignation of Kevin Gerard Gluskie as the

Commissioner of the Company effective as of the closing of the Meeting,
accompanied with gratitude for his services during his tenure as the
Commissioner of the Company, and appointed Haji Suharso Monoarfa (on
the Identity Card written as H Suharso Monoarfa) to replace Kevin Gerard
Gluskie as a Commissioner of the Company as of the closing of the Meeting,
for the remaining term of office of Kevin Gerard Gluskie.

6
Page 7 OCR 0.944
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

2. To approve re-appointment of Sunnira Ly as Director of the Company
effective as of the closing of the Meeting, until the closing of the Company's
Annual General Meeting of Shareholders for financial year 2027 to be
convened in year 2028.

Thus, composition of the Board of Commissioners and Board of Directors as
of the closing of the Meeting up to closing of the Company's Annual General
Meeting of Shareholders for financial year 2026, to be convened in 2027,
except for Roberto Callieri, will be ended until the closing of the Company's
Annual General Meeting of Shareholders for financial year 2025 to be
convened in year 2026, and Sunnira Ly, will be ended until the closing of the
Company's Annual General Meeting of Shareholders for financial year 2027
to be convened in 2028 are as follows:

BOARD OF CONMISSIONERS:

- President Commissioner : Roberto Callieri
- Vice President Commissioner/ : Tedy Djuhar
Independent Commissioner
- Vice President Commissioner/ : Simon Subrata
Independent Commissioner
- Independent Commissioner : Franciscus Welirang
- Commissioner : Juan Francisco Defalgue
- Commissioner : Rene Samir Aldach
- Commissioner : Haji Suharso Monoarfa (on the
Identity Card written as H Suharso
Monoarfa)
BOARD OF DIRECTORS:
- President Director : Christian Kartawijaya
- Vice President Director : Benny Setiawan Santoso
- Director : Hasan Imer
- Director : Troy Dartojo Soputro
- Director : Oey Marcos
- Director : Holger March
- Director : Sunnira Ly

3. To give authorization to the Board of Directors or Corporate Secretary of the
Company, with the rights of substitution, to restate the resolution concerning
the changes of the members of management of the Company before a
Notary, and to notify such appointment to the Ministry of Law of the Republic
of Indonesia, and for such purpose to do all actions in accordance with the
prevailing laws and regulations.
Page 8 OCR 0.929
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

V. 5" Agenda:

Number of Shareholders who submit guestions and/or convey opinions: None.

Voting Results:

Agree Disagree Abstain Total Agree Vote
2,805,961,453 66,329,029 23,256,876 2,829,218,329
or or or or
96.906 2.201Yo 0.803o 97.709Yp
Resolutions:

1. To authorize the Board of Commissioners of the Company to determine the
salary and other allowances of the Board of Directors of the Company for

year 2025.

2. To determine the total annual honorarium of the Board of Commissioners of
the Company in year 2025 to be the same as the honorarium paid in year
2024 and such total annual honorarium of the Board of Commissioners shall
not be more than 86 (eight percent) of total remunerations of the Board of

Directors.

The resolutions of the Meeting are contained in the deed of “MINUTES OF THE
ANNUAL GENERAL MEETING OF SHAREHOLDERS OF PT INDOCEMENT
TUNGGAL PRAKARSA Tbk.” dated 21 May 2025 number 06, 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.

Sincerely yours,

Notary at South Jakarta Municipality

File

File Open PDF
Source IDX
Size5.31 MB
Published22 May 2025
Pages8
Characters15,920
Text sourceOCR
OCR confidence0.935

Names mentioned 22 people and organisations named in the text · linked when the evidence is strong

linked org Indocement Tunggal Prakarsa Tbk. p.1 ×11
linked person Roberto Callieri · President Commissioner p.2 ×4
linked person Tedy Djuhar p.2 ×2
linked person Simon Subrata p.2 ×2
linked person Franciscus Welirang · Commissioner p.2 ×2
linked person Christian Kartawijaya · President Director p.2 ×3
linked person Benny Setiawan Santoso · President Director p.2 ×3
linked person Hasan Imer · Director p.2 ×3
linked person Troy Dartojo Soputro · Director p.2 ×3
linked person Oey Marcos · Director p.2 ×3
linked person Sunnira Ly · Director p.2 ×6
linked person Kevin Gerard Gluskie p.6 ×3
linked person Suharso Monoarfa · Commissioner p.6 ×4
linked person Rene Samir Aldach · Commissioner p.7
possible person Setia Budi p.1 ×2
unresolved person DENI THANUR p.1 ×8
unresolved org Financial Services Authority p.2 ×2
unresolved org Indonesia Stock Exchange p.2 ×2
unresolved person Holger · Director p.2 ×2
unresolved org Rianto dan Rekan p.4 ×3
unresolved person Juan Francisco Defalgue · Commissioner p.7 ×3
unresolved org Ministry of Law p.7

Extraction attempts how the parser did, and what it refused

Nothing structured was extracted from this document — the attempts below say why.

Rule parser Needs review confidence 0.000 140 ms 13 Sep 2026 15:20

no RUPS minutes content - likely misclassified

↑↓ select ↵ open ⇧↵ see every result