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20250519_MLBI_Ringkasan Risalah//Risalah RUPS_31887039_lamp2.pdf
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Summary of the Minutes of
the Annual General Meeting of Shareholders
of PT Multi Bintang Indonesia Tbk
In compliance with the provision of paragraph (1) of Article 49 of the Regulation of the Indonesia
Financial Services Authority (Otoritas Jasa Keuangan/OJK) Number 15/POJK.04/2020 regarding the Plan
and Implementation of General Meeting of Shareholders of Public Companies (“FSA Regulation
15/2020”), PT Multi Bintang Indonesia Tbk, having its domicile in South Jakarta and its address at
Talavera Office Park, 20th Floor, Jl. Letjen TB Simatupang Kav. 22-26, South Jakarta 12430 (the
“Company”) makes summary of the Minutes of the Annual General Meeting of Shareholders (“AGM”).
This Summary of the Minutes of the AGM is made in accordance with the the provision of paragraph (1)
of Article 51 of the FSA Regulation 15/2020.
a. Day, date, venue, time and agenda items of the AGM
The day and date of the AGM is Friday, 16 May 2025 and the venue of the AGM is Studio 1-3, Level
2, Hotel Intercontinental Jakarta Pondok Indah, Jl. Metro Pondok Indah Kav. IV TA, Jakarta 12310.
Time of the AGM : 01:15 pm until 01:52 pm West Indonesia Time.
Agenda items of the AGM:
1. Request for the approval on the Annual Report of the Company and the ratification on the
Financial Statements of the Company and the Report on Supervisory Duties of the Board of
Commissioners of the Company for the accounting year ended on 31 December 2024.
2. Determination of appropriation of profits of the Company.
3. Designation of Firm of Public Accountants to audit the books of the Company for the accounting
year ending on 31 December 2025 and determination of the terms and conditions of their
designation.
4. Change in the composition of the Board of Directors of the Company.
5. Determination of salaries and allowances of members of the Board of Directors and the Board
of Commissioners of the Company.
b. Members of the Board of Directors and the Board of Commissioners of the Company attending
the AGM
Members of the Board of Directors of the Company who attended the GMOS are Roland Bala
(President Director), Stephanie Yolande Peregrin (Director) and Jemmy Cahyono (Director) and
member of the Board of Commissioners who attended the AGM was only Maurits Daniel Rudolf
Lalisang, in his position as the President Commissioner/Independent Commissioner who acted as
Chairman of the AGM.
PT Multi Bintang Indonesia Niaga
Talavera Office Park 20th floor T: +62 (21) 2783 3800
Jln. Letjen T. B. Simatupang Kav. 22-26 F: +62 (21) 7592 4617
Jakarta 12430, Indonesia www.multibintang.co.id
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The following members of the Board of Commissioners of the Company participated in the AGM
through video conference:
- Commissioner : Uday Shankar Sinha; and
- Commissioner : Charl Marais.
c. Number of shares with legal voting rights whose holders/owners ware present and/or
represented by their proxies in GMOS and its percentage of the total number of shares with
legal voting rights, namely 2.107.000.000
The number of the Company’s shares whose holders/owners were present and/or represented at the
AGM is 1,965,191,080 (one billion nine hundred sixty-five million one hundred ninety-one thousand
and eighty) shares or 93.27% (ninety-three point two seven percent) of the total number of issued
shares of the Company.
d. Giving the opportunity to ask questions and/or give opinions related to the agenda of the AGM
At the end of the discussion of each agenda item of the AGM, the Chairman of AGM provided an
opportunity to the shareholders or their representatives who attended the AGM to ask questions
and/or give an opinion.
e. The number of shareholders who asked questions and/or gave opinions related to the agenda
of te AGM
For all of the agenda items of the AGM there were nor shareholders or proxies of shareholders who
raised questions gave any repsonses.
f. AGM decision-making mechanism
In accordance with paragraph 23.8 of Article 23 of the Company’s Articles of Association which is
also set out in the Procedural Rules for the AGM, the adoption of resolutions were done by
deliberation to reach consensus. In case consensus is not reached, the resolutions shall be adopted
by voting based on the affirmative votes of shareholders holding/owning more than 1/2 (half) of
the total number of shares with voting rights present or represented in the AGM.
The proposed resolutions were legally approved through voting with the voting results as described
in point g below.
g. Results of voting for the resolutions of the first agenda item of the AGM
In Favor Against Abstain
Agenda Item
1,965,167,480 shares 23,600 shares
(99,999% of the number of (0.001% of the number of
First ---
shares whose holders are shares whose holders are
present/represented) present/represented)
Second 1,965,167,480 shares --- 23,600 shares
(99.999% of the number of (0.001% of the number of
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shares whose holders are shares whose holders are
present/represented) present/represented)
1.916.515.660 shares 48,650,720 shares (2.476% 24,700 shares
(97,523% of the number of of the number of shares (0.001% of the number of
Third
shares whose holders are whose holders are shares whose holders are
present/represented) present/represented) present/represented)
1,965,167,480 shares 23,600 shares
(99.999% of the number of (0.001% of the number of
Fourth ---
shares whose holders are shares whose holders are
present/represented) present/represented)
1.939.576.980 shares 25,589,400 shares (1.302% 24,700 shares
(98,697% of the number of of the number of shares (0.001% of the number of
Fifth
shares whose holders are whose holders are shares whose holders are
present/represented) present/represented) present/represented)
All “Against” and “Abstain” votes are voted electronically through e.ASY.KSEI.
h. Resolutions of the AGM
First agenda item:
1. The Company’s 2024 Annual Report was approved and the Company’s 2024 Financial
Statements, including the report of the supervisory duties of the Board of Commissioners of the
Company as set forth in the Company’s 2024 Annual Report was ratified; and
2. full acquittal and discharge were given to the members of the Board of Directors of the Company
for their managerial actions and performance of their authorities and to the members of the
Board of Commissioners of the Company for their supervisory actions during period ended
31 December 2024, to the extent such actions are reflected in the approved Company’s 2024
Second agenda item:
1. Rp 10,000,000.00 (ten million Rupiah) was set aside for reserved fund pursuant to Article 25 of
the Articles of Association and Article 70 of Law No. 40 Year 2007 regarding Limited Liability
Companies (hereinafter will be referred to as the “Reserved Fund”).
2. It was determined that the final dividends of the Company for the period ended 31 December
2024 to be distributed to the shareholders of the Company amounts to Rp542.00 (five hundred
and forty-two Rupiah) per share or in total Rp1,141,994,000,000.00 (one trillion one hundred
forty-one billion nine hundred and ninety-four million Rupiah), including the interim dividends in
the amount of Rp190.00 (one hundred and ninety Rupiah) per share or in total
Rp400,330,000,000.00 (four hundred billion three hundred and thirty million Rupiah), so that
there will additional dividend which will be distributed to the shareholders of the Company in
the amount of Rp352.00 (three hundred and fifty-two Rupiah) per share or in total
Rp741,664,000,000.00 (seven hundred forty-one billion six hundred and sixty-four million
Rupiah) (such additional dividends will hereinafter be referred to as the “Dividend”). Such
Dividend will be distributed to the holders/owners of each of the 2,107,000,000 (two billion one
hundred and seven million) issued shares of the Company, whose names will be registered in the
Register of Shareholders of the Company on 28 May 2025 at 4.00 pm West Indonesia Time
(hereinafter will be referred to as the “Eligible Shareholders”), with due regard to the regulations
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of PT Bursa Efek Indonesia for trading of shares at the Indonesia Stock Exchange, provided that
for the shares in the Company which are deposited in the Collective Depository, the following
provisions shall prevail:
- Cum dividend at the Regular and Negotiation Markets on 26 May 2025;
- Ex dividend at the Regular and Negotiation Markets on 27 May 2025;
- Cum dividend at the Cash Market on 28 May 2025; and
- Ex dividend at the Cash Market on 2 June 2025.
Payments of Dividend shall be made as follows:
a. For the Eligible Shareholders whose shares are deposited in the Collective Depository with
PT Kustodian Sentral Efek Indonesia (“KSEI”), the payments of Dividend will be made
through the accountholders with KSEI.
b. For the Eligible Shareholders whose shares have not been deposited in the Collective
Depository with KSEI, the payments of Dividend will be effected by bank transfers to the
Eligible Shareholders who have provided in writing to the Company or to the Company's
Share Registrar, PT Raya Saham Registra, Gedung Plaza Sentral, Lt. 2, Jl. Jend. Sudirman Kav.
47-48, Jakarta 12930 (“Company’s Shares Registrar”), their bank accounts, at the latest on
28 May 2025 at 4.00 p.m. West Indonesian Time, without being charged administration fee.
c. For the distribution of Dividend, tax on dividends shall be imposed in accordance with the
prevailing tax regulations, which shall be withheld by the Company.
-For the Eligible Shareholders who are foreign tax payer wishing to obtain exception from or
reduction of the income tax rate in accordance with Article 26, the relevant foreign
shareholders should be tax payer in a Treaty Partner country, shall submit an original
domicile statement:
(i) to the Company’s Shares Registrar for those whose shares in the Company have not yet
been deposited in the Collective Depository maintained by KSEI; at the latest on 28
May 2025; and
(ii) to KSEI at the Indonesia Stock Exchange Building, Tower I, 5th Floor, Jl. Jend. Sudirman
Kaveling 52-53 Jakarta 12190 through a participant designated by the relevant foreign
shareholder for those whose shares are deposited in the Collective Depository with
KSEI, in accordance with KSEI’s regulations.
-A photocopy of such domicile statement shall also be submitted to the Head of the Tax
Service Office, Tax Payer Two, Jalan Medan Merdeka Timur No. 16, Jakarta 10110, where
the Company is registered as a taxpayer.
-The Eligible Shareholders who are domestic legal entity tax payer are requested to submit
their Tax Registration Number (NPWP) to KSEI at the Indonesia Stock Exchange Building,
Tower I, 5th Floor, Jl. Jend. Sudirman Kaveling 52-53 Jakarta 12190 or to the Company’s
Share Registrar at the latest on 28 May 2025 at 4.00 p.m. West Indonesian Time.
d. The payment of Dividends shall be made no later than 19 June 2025.
3. The Board of Directors of the Company was authorized to effect the distribution of such Dividend
and to perform all necessary actions.
4. It was confirmed that the un-appropriated retained earnings after being deducted by the
Reserve Funds and Dividend shall be carried forward as the Company’s un-appropriated retained
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Third agenda item:
In order to avoid the possibility of the Company shall hold a General Meeting of Shareholders to
designate a Firm of Public Accountants who differ from the Firm of Public Accountants who have
been directly designated in this Meeting, which might be caused by a change in the Firm of Public
Accountants due to unforeseen reasons, the Board of Commissioners of the Company was
authorized:
1. to designate a Firm of Public Accountants who is registered with the Financial Services Authority
(OJK) to audit the books of the Company ending on 31 December 2025, provided that such Firm
of Public Accountants should be familiar with the Company's business and in designating such
Firm of Public Accountants the Board of Commissioners shall take into account the
recommendation of the Audit Committee of the Company; and
2. to determine the honorarium of such Firm of Public Accountants and other terms and conditions
of their designation.
Fourth agenda item:
1. It was resolved to accept and approve the resignation of Melia Halik from her position as a
Director of the Company, effective as of the closing of the AGM.
2. It was resolved to appoint:
a. Putu Norma Astyari, S.E., M.A. as a Director of the Company;
b. Fajar Muharisa Suryo Saputro as a Director of the Company; and
c. Drs. Bambang Chriswanto as a Director of the Company,
-all for a term of office effective as of the closing of the AGM.
3. It was confirmed that the composition of the Board of Directors of the Company for the term of
office effective as of the closing of the AGM until the closing of the next subsequent Annual
General Meeting of Shareholders of the Company which will be held by the Company after the
AGM, provided that a General Meeting of Shareholders of the Company has the right to dismiss
each member of the Board of Directors of the Company at any time based on reasons that are
in accordance with the applicable laws and regulations, is as follows:
- President Director : Roland Bala;
- Director : Stephanie Yolande Peregrin;
- Director : Jemmy Cahyono;
- Director : Putu Norma Astyari, S.E., M.A.;
- Director : Fajar Muharisa Suryo Saputro; and
- Director : Drs. Bambang Chriswanto.
4. Power of attorney was conferred on any member of the Board of Directors of the Company
and/or Mr. Wawan Sunaryawan, S.H., all private persons, either jointly as well as individually:
a. to state the resolutions adopted in the fourth agenda of the AGM before a Notary in the
Indonesian and/or English language;
b. to notify the composition of the Board of Directors of the Company as resolved in the fourth
agenda item of the AGM, to the Minister of Laws of the Republic of Indonesia, and to make
any amendments and or additions thereto, if required by the competent authorities; and
c. to perform any and all other actions necessary for the abovementioned purposes, without
any exception.
-This power of attorney is granted with the following provisions:
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a. this power is granted with the right to delegate this power to other persons;
b. this power shall be effective as of the closing of the AGM; and
c. the AGM agrees to ratify all acts performed by the attorney by virtue of this power of
attorney.
Fifth agenda item:
1. The Board of Commissioners of the Company was authorized to determine the remuneration or
salaries and allowances for each member of the Board of Directors of the Company for the
accounting year ending on 31 December 2025; and
2. it was determined that the remunerations for all members of the Board of Commissioners of the
Company for the accounting year ending on 31 December 2025 amounts to
Rp4,000,000,000.00 (four billion Rupiah) and to authorize the Board of Commissioners of the
Company to determine the allocation of such remunerations for each member of the Board of
Commissioners of the Company.
Thus, this Minutes of the AGM is made in accordance with the provision of paragraph (1) Article 51 of FSA
Regulation 15/2020.
In compliance with the provisions of paragraph (4) and (5) of Article 68 of Law of the Republic of
Indonesia No. 40 Year 2007 regarding Limited Liability Company, it is herewith also announced that the
Consolidated Balance Sheet and Consolidated Income Statement of the Company's Financial Statements
for the period ended 31 December 2024 which was approved in the first agenda item of the AGM is the
same as that was published in the daily newspapers Media Indonesia and International Media on 6 March
2025.
Jakarta, 20 May 2025
The Board of Directors of the Company
Names mentioned 20 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×2
unresolved
org
PT Multi Bintang Indonesia Niaga Talavera Office Park
p.1
unresolved
org
Indonesia Stock Exchange
p.4 ×3
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.4
unresolved
org
PT Raya Saham Registra
p.4
unresolved
person
Wawan Sunaryawan
p.5
unresolved
org
Minister of Laws
p.5
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