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20250521_BBLD_Ringkasan Risalah//Risalah RUPS_31887665_lamp1.pdf

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Page 1
                    ANNOUNCEMENT OF SUMMARY MINUTES OF
                   ANNUAL GENERAL MEETING OF SHAREHOLDERS
                            PT BUANA FINANCE TBK


The Directors of PT Buana Finance Tbk (the “Company”) hereby announces to the
Shareholders of the Company that the Company has held the Annual General Meeting of
Shareholders for Fiscal Year 2024 (the “Meeting”) as follows:

A. Meeting
   Day/Date         : Monday, May 19, 2025
   Time             : 2.10 pm until 3.00 pm Western Indonesia Time
   Venue            : Hotel Shangri-La Jakarta
                      Jl. Jend. Sudirman Kav. 1 Jakarta Pusat

   Agenda of the Meeting :
   1. The approval of Company's Annual Report for the fiscal year 2024
   2. Determination of the use of the Company’s Net Profit for the fiscal year 2024
   3. Appointment of Public Accounting Firm for the fiscal year 2025 and other appoinment
      requirements
   4. Determination of remuneration for the Directors and the Board of Commissioners of the
      Company
   5. Approval to pledge more than 50% or the Company’s entire net assets
   6. Change in the management of the Company

   Chairperson of the Meeting
   The meeting was chaired by Pintaro Mulia as the Independent Commissioner of the
   Company

B. Members of the Board of Commissioners and Directors who attended the Meeting

     Board of Commissioners :
     President Commissioner   : Siang Hadi Widjaja
     Independent Commissioner : Dani Firmansjah
     Independent Commissioner : Pintaro Mulia

     Director :
     President Director           : Yannuar Alin
     Director                     : Herman Lesmana
     Director                     : Mariana Setyadi
Page 2
C. Independent Party that Counted the Attendance of Shareholders and Ensured the
   Meeting Process
   The Company had appointed independent party, namely Securities Administration Bureau
   (BAE)   PT EDI Indonesia to count the shareholders who were present in the Meeting, and
   Notary Fathiah Helmi, SH to notarize the meeting processes and results.

D. Quorum of Attendance of Shareholders
   Meeting attended by 1.416.665.647 shares with valid voting rights or equal to 86,08% of the
   total shares having valid voting rights issued by the Company.

E.   Mechanism of Meeting Resolutions and Voting Result
     The Meeting’s resolutions were resolved amicably. When an amicable resolution could not
     be reached, decision was taken by voting.

F. The Opportunity to ask Question/Opinions
   The shareholders were given the opportunity to ask questions and/or give opinions
   regarding the Meeting Agenda. The voting results from all shares with valid voting rights
   present at the Meeting, including e-Proxy and e-Voting votes from the KSEI system, are as
   follows:


                                                                                     Question/
      Agenda          Agree          Disagree        Abstain *)    Total Agree**)
                                                                                      Opinion

                  1.416.665.647          -                -         1.416.665.647        1
                    shares or                                         shares or
        First         100%                                              100%


                  1.416.665.647          -           2.100.000      1.416.665.647         -
                    shares or                        shares or        shares or
       Second      86,07784%                         0,14824%           100%


                  1.416.665.647          -                -         1.416.665.647         -
                    shares or                                         shares or
        Third         100%                                              100%


                  1.416.665.647          -           2.100.000      1.416.665.647         -
                    shares or                        shares or        shares or
       Fourth      86,07784%                         0,14824%           100%
Page 3
                  1.416.665.647           -           2.100.000      1.416.665.647          -
                    shares or                         shares or        shares or
       Fifth       86,07784%                          0,14824%           100%


                  1.416.665.647           -           2.100.000      1.416.665.647          -
                    shares or                         shares or        shares or
       Sixth       86,07784%                          0,14824%           100%


   *) In accordance with POJK No.15/POJK.04/2020, abstaining votes are considered to cast
   the same vote as the majority of shareholders who cast their votes.
   **) The total abstaining votes are added to the agreeing votes, and this amount is calculated
   based on the KSEI system and the Company's BAE.

G. Meeting Resolutions were as follows:

   First Agenda :
   Approve the Company's Annual Report for the fiscal year 2024, including the Company's
   Activity Report, Board of Commissioners' Supervisory Task Report; and ratify the
   Company's Financial Statement that ended on December 31, 2024, which has been
   audited by the Public Accounting Firm Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan
   & Rekan, based on Report number 00681/2.1133/AU.1/09/0519-2/1/III/2025, dated March
   26, 2025, with the opinion present fairly in all material respects. Therefore granting release
   and discharge (volledig acquit et de charge) to the members of the Directors and Board of
   Commissioners of the Company from all responsibilities for management and supervision
   actions that they have carried out during the fiscal year 2024, insofar as this action is
   reflected in the Company's Annual Report and is not a criminal offense;

   Second Agenda :
   1. Approved the appropriation of net income of the Company for the fiscal year 2024 of
      Rp66.066.967.396,- (Sixty-six billion sixty-six million nine hundred sixty-seven
      thousand three hundred ninety-six rupiah). Furthermore, taking into account the
      Company’s financial condition, the Directors deems it necessary to use the Company’s
      net profit for the financial year 2024 as follows:

        a. Distributed as cash dividends in amount of Rp 12,-per share or a maximum total of
           Rp19.749.552.648,- which will be distributed proportionally to the entitled
           shareholders in accordance with the Register of Shareholders on June 2, 2024, at
           16:00 WIB (recording date), provided that the cash dividends are tax-deductible in
           accordance with the applicable tax regulations.
        b. Rp1,000,000,000.- is determined and recorded as a reserve to fulfill the provisions
           of article 70 of the Law on Limited Liability Companies and Article 23 point 1 of the
           Company's Articles of Association; and
Page 4
    c. The remaining determined and recorded as retained earnings.
 2. Approved the granting of power and authority to the Directors of the Company with the
    right of substitution to take all actions in carrying out the cash dividend payments to
    each shareholder, including but not limited to changing the schedule and procedure for
    the distribution of the dividends mentioned above.

Third Agenda :
Approved the appointment of the Public Accountant Darmenta Pinem S.E,CPA and Public
Accounting Firm (KAP) Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Partners as the
Public Accounting Firm that will audit the the Company’s Financial Statement for the Fiscal
Year 2025; and approved the Granting of Authority and Power to the Company's Board of
Commissioners to determine the Audit Fees and other requirements for the Public
Accountant and/or Public Accounting Firm, as well as appointing the Public Accountant
and/or Substitute Public Accounting Firm in the case of the Public Accounting Firm (KAP)
Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Partners for whatever reason, were
unable to complete the Audit of the Company's Financial Statements for the Fiscal Year
2025.

Fourth Agenda :
1. Approved to determine remuneration of members of the Company's Board of
   Commissioners with a maximum of Rp 5,000,000,000.- gross per year and giving
   authority and power to the Board of Commissioners to determine the distribution ;
2. Approved to grant power and authority to the Board of Commissioners of the Company
   to determine the amount of remuneration for each member of the Company's Directors.


Fifth Agenda :
1. Approved the Company to guarantee more than 50% or all of the Company's net assets
   to obtain loans facilities that will be received by the Company from bank, venture capital
   companies, finance companies, or infrastructure financing companies, both locally and
   abroad, on loans accepted directly by the Company or Controlled Company; with due
   observance of the terms and conditions in the prevailing laws, particularly the Capital
   Market Regulations.
2. Approved giving authority and power to the Board of Commissioners of the Company to
   determine the amount of loans to be received by the Company;
3. Approved to grant authority and power to the Directors of the Company with the right of
   substitution, to carry out all and every legal action required related to the transaction as
   referred to in number 1, with due observance of the terms and conditions in the
   prevailing laws, particularly the Capital Market Regulations.
Page 5
Sixth Agenda :
1. Approve the resignation of:
   - Mr. Dani Firmansjah as Independent Commissioner; and
   - Mr. Pintaro Mulia as Independent Commissioner.
   Effective as of the closing of this Meeting.
2. Approve the reappointment of all members of the Company's Directors, namely:
   - Mr. Yannuar Alin as President Director
   - Mr. Herman Lesmana as Director
   - Mrs. Mariana Setyadi as Director
   effective as of the closing of this Meeting, until the closing of the Company's Annual
   General Meeting of Shareholders to be held in 2028.
3. Approve the appointment of Mr. Ho Lioeng Min as the Company's Independent
   Commissioner to continue the remaining term of office as Independent Commissioner,
   effective upon approval from the Financial Services Authority and until the closing of the
   Company's Annual General Meeting of Shareholders to be held in 2026.

   Thus, the composition of the Company's Board of Commissioners and Directors is as
   follows:
    Board of Commissioners:
    President Commissioner     : Mr. Siang Hadi Widjaja
    Commissioner               : Mr. DR. Tjan Soen Eng
    Independent Commissioner : Mr. Ho Lioeng Min (effective upon approval from the
                                 Financial Services Authority)
    Directors:
    President Director         : Mr. Yannuar Alin
    Director                   : Mr. Herman Lesmana
    Director                   : Mrs. Mariana Setyadi
4. Approve the granting of authority to the Company's Directors to formally restate this
   Meeting's resolutions in a separate Notarial deed, notify the Ministry of Law of the
   Republic of Indonesia and/or the relevant authorities, and undertake all necessary
   actions in accordance with applicable laws and regulations in Indonesia.
Page 6
Subsequently, in accordance to the Second Agenda of the Meeting as mention above, where the
Meeting has decided to pay out Cash Dividends of Rp12 per share for the fiscal year 2024,
hereby notified the Schedule for the distribution of Cash Dividends are as follows:



                      SCHEDULE FOR DISTRIBUTION OF CASH DIVIDENS

 No. Activity                                                                    Date
 1   Annual GMS                                                                  May 19, 2025
 2   Announcement on the Indonesia Stock Exchange and Company                    May 21, 2025
     Website
 3   End of Trading Period for Shares with Dividend Rights (Cum Dividends)
     • Regular Markets and Negotiated Markets                                    May 27, 2025
     • Cash Markets                                                              June 2, 2025
 4   Start of Trading Period for Shares without Dividend Rights (Ex
     Dividends)                                                                  May 28, 2025
     • Regular Markets and Negotiated Markets                                    June 3, 2025
     • Cash Markets
 5   Record Date to determine the Shareholders’ Eligibility for Dividends        June 2, 2025
     (recording date)
 6   Date of Payment of Cash Dividends for the Fiscal Year 2024                  June 12, 2025


Procedure for Dividend Distribution will be submitted in the Information Disclosure Report related
to Corporate Action - Cash Dividends


                                     Jakarta, May 21, 2025
                                           Directors

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Names mentioned 15 people and organisations named in the text · linked when the evidence is strong

linked person Siang Hadi Widjaja p.1 ×2
linked person Dani Firmansjah · Commissioner p.1 ×3
linked person Pintaro Mulia · Commissioner p.1 ×4
linked person Yannuar Alin · President Director p.1 ×4
linked person Herman Lesmana · Director p.1 ×4
linked person Mariana Setyadi · Director p.1 ×4
linked person Ho Lioeng Min · Commissioner p.5 ×3
unresolved org BUANA FINANCE TBK p.1 ×4
unresolved person Notary Fathiah Helmi p.2
unresolved org Palilingan & Rekan p.3
unresolved org Palilingan & Partners p.4 ×2
unresolved org Financial Services Authority p.5 ×2
unresolved person DR. Tjan Soen Eng Independent p.5 ×2
unresolved org Ministry of Law p.5
unresolved org Indonesia Stock Exchange p.6

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