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20250522_FAST_Ringkasan Risalah//Risalah RUPS_31888236_lamp1.pdf
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Page 1
SUMMARY OF MINUTES
EXTRAORDINARY MEETING OF SHAREHOLDERS
PT FAST FOOD INDONESIA Tbk
PT Fast Food Indonesia Tbk ("Company") hereby informs that it has held its Extraordinary Meeting of
Shareholders ("EGMS") on Friday, May 16, 2025 at the Gelael Building, Jl. Let.Jend. MT Haryono
Kav.7, Tebet, South Jakarta 12810
EGMS was chaired by Mr. Achmad Baiquni as the Company's Independent Commissioner at 09.19
WIB.
Company owns 3.208.000 treasury shares. Thus, for the quorum calculation, the number of shares that
have been issued and fully paid up must be reduced by the treasury shares. So that the number of shares
that will be used as the basis for the quorum calculation is the total shares minus the Company's treasury
shares, which is 3.987.069.158 shares.
Based on the attendance list prepared both electronically through eASY KSEI and the attendance list
prepared by the Securities Administration Bureau of PT Raya Saham Registra and also examining the
powers of attorney granted by the Shareholders, it can be seen that the EGMS has been attended by
shareholders or proxies of shareholders who own 3.848.300.096 shares or equal to 96,52% of
3.987.069.158 which is the sum of all shares with valid voting rights that have been issued by the
Company minus treasury stocks.
Members of the Board of Commissioners and Board of Directors of the Company who attended:
a. Offline:
Board of Commissioners:
- Independent Commissioner : Achmad Baiquni
Board of Directors:
- Vice President Director : Ferry Noviar Yosaputra
- Director I : Dalimin Juwono
- Director II : Cahyadi Wijaya
- Director IV : Adhi Indrawan
- Director V : Wachjudi Martono
- Director VI : Tony Subagio
- Director VII : Dio May Avico
b. Online:
- Independent Commissioner : P.I. Gunawan Solaiman
According to the Invitation of the EGMS, the agenda of the EGMS is as follows:
1. Approval of the Company's plan to increase capital without Pre-emptive Rights
2. Approval of the Company's Asset Guarantee plan in order to fulfill the requirements to apply
for a Banking Credit Facility
3. Approval of the plan to transfer the Company's shares in the subsidiary PT Jagonya Ayam
Indonesia
4. Approval of the transfer of treasury shares owned by the Company
5. Approval of the addition of KBLI 73100 PERIKLANAN in the Purpose and Objectives of the
Company's Articles of Association
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The Decisions in the Company's EGMS are as follows:
I. For the First Agenda:
The number of votes present was 3.848.300.096 shares
Number of disapprove votes as many as 392.571.368 shares
Number of abstention votes as many as 0 shares
The number of votes in favor was 3.455.728.728 shares or 89.80%.
Thus, it can be concluded that the proposal submitted for the First Agenda has been approved on the
basis of deliberation for consensus, as follows:
- Approved the implementation of Capital Increase Without Pre-emptive Rights by issuing a
maximum of 533,333,334 ordinary shares at an exercise price of Rp.150 per share, so that the
total value is a maximum of Rp.80,000,000,000 (full value) that has been agreed between the
Company and the Financier with an exercise period no later than June 20, 2025
II. For the Second Agenda:
The number of votes present was 3.848.300.096 shares
Number of disapprove votes as many as 392.571.368 shares
Number of abstention votes as many as 0 shares
The number of votes in favor was 3.455.728.728 shares or 89.80%.
Thus, it can be concluded that the proposal submitted for the Second Agenda has been approved on the
basis of deliberation for consensus, as follows:
- Approved the Company's plan to guarantee immovable assets in the form of land and buildings
owned by the Company as well as the guarantee of the Company's consolidated assets in the
bonding of banking credit facilities with PT Bank Mandiri (Persero) Tbk
III. For the Third Agenda:
The number of votes present was 3.848.300.096 shares
Number of disapprove votes as many as 392.571.368 shares
Number of abstention votes as many as 0 shares
The number of votes in favor was 3.455.728.728 shares or 89.80%.
Thus, it can be concluded that the proposal submitted for the Third Agenda has been approved on the
basis of deliberation for consensus, as follows:
- Approve the plan of the Board of Directors of the Company to carry out the Share Transfer
Transaction
- Giving approval to the Company's Board of Directors to sign and also approve each of the terms
and conditions stipulated in the Share Sale and Purchase Agreement or agreement with other
titles in connection with the Share Transfer Transaction, approval to sign the Resolution of the
General Meeting of Shareholders of JAI on the agenda of the JAI Share Transfer Transaction,
and approval to sign any derivative documents of the Share Sale and Purchase Agreement,
including but not limited to derivative agreements and any documents or correspondence in
connection with the execution of the Share Transfer Transaction.
IV. For the Fourth Agenda:
The number of votes present was 3.848.300.096 shares
Number of disapprove votes as many as 392.571.368 shares
Number of abstention votes as many as 0 shares
The number of votes in favor was 3.455.728.728 shares or 89.80%.
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Thus, it can be concluded that the proposal submitted for the Fourth Agenda has been approved on the
basis of deliberation for consensus, as follows:
- Approved the plan to transfer the Company's treasury shares through a mechanism of buying
and selling shares in/outside the stock market with a selling price below the purchase price at
the time of buyback
V. For the Fourth Agenda:
The number of votes present was 3.848.300.096 shares
Number of disapprove votes as many as 392.571.368 shares
Number of abstention votes as many as 0 shares
The number of votes in favor was 3.455.728.728 shares or 89.80%.
Thus, it can be concluded that the proposal submitted for the Fifth Agenda has been approved on the
basis of deliberation for consensus, as follows:
- Approved the Board of Directors of the Company to add KBLI 73100 ADVERTISING in the
Company's Supporting Business Activities in Article 3 of the Company's Articles of
Association concerning Purpose and Objectives.
- To give authority to the Board of Directors with the right of substitution to take all necessary
actions related to the decision of the agenda of this Meeting, in a Notary Deed and submit to
the authorized agency to obtain approval and/or receipt of the notification of amendment to the
Articles of Association, as well as to do everything deemed necessary and useful for such
purposes with no exceptions, including to make additions and/or changes in the amendment of
the Articles of Association if required by the competent agency
Company's EGMS closed at 10.48 WIB.
Jakarta, May 20, 2025
PT Fast Food Indonesia Tbk
Board of Directors
Names mentioned 12 people and organisations named in the text · linked when the evidence is strong
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PT Raya Saham Registra
p.1
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PT Jagonya Ayam Indonesia
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