Back to announcement
20250519_TOTL_Ringkasan Risalah//Risalah RUPS_31886875_lamp2.pdf
RUPS minutes Needs review TOTLSource file signed link, expires in 15 minutes
Extracted text 6
Page 1
SUMMARY NOTICE
OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT TOTAL BANGUN PERSADA Tbk (”Company”) hereby announced
that the Company has convened The Annual General Meeting of Shareholders (AGM) started at
10.16 WIB to 11.01 WIB, on Thursday, May 15, 2025 at TOTAL Building 8th Floor, Jalan Letnan
Jenderal Siswondo Parman number 106A, Jakarta 11440, with the summary of the minutes as follows:
A. The Presence of the Board of Commissioners and the Board of Directors
Board of Commissioners
1. Mr. Ir. Reyno Stephanus Adhiputranto : President Commissioner and
Independent Commissioner
2. Mr. Drs. Rusdy Daryono : Independent Commissioner
3. Mrs. Liliana Komajaya, MBA : Commissioner
4. Mr. Pinarto Sutanto : Commissioner
5. Mr. Drs. Wibowo : Commissioner
6. Mr. Rudi Suryajaya Komajaya, MSc, MBA : Commissioner
Board of Directors
1. Mrs. Janti Komadjaja, MSc : President Director
2. Mrs. Ir. Moeljati Soetrisno : Director
3. Mr. Ir. Saleh, MM : Director
4. Mr. Ir. Lio Sudarto, MM : Director
5. Mr. Ir. Rasyid Daulay, MT : Director
B. Attendance Quorum
The meeting was attended by shareholders and / or their proxies who were presented and / or
represented either through eASY.KSEI or physically presented at the Meeting totaling
2,230,040,160 shares which constitute 65.40% of the 3,410,000,000 shares which represents
all issued shares by the Company, therefore the provisions regarding the quorum of the Meeting
as regulated by Law No. 40 of 2007, the Company's Articles of Association and the Financial
Services Authority Regulations have been fulfilled.
C. Question and Answer and/or Provide an Opinion
Shareholders and / or their proxies who attended the Meeting physically or electronically
through eASY.KSEI application were given the opportunity to ask questions, share opinions,
proposals and / or suggestions relating to the agenda of the Meeting being discussed.
With a mechanism for shareholders and/or their proxies who were physically present at the
Meeting by raising their hands and submitting a question form, while for shareholders and/or
their proxies who were present electronically by writing in the "Electronic Opinions" chat
feature.
1
Page 2
There was a shareholder who was present that asked a question in the First Agenda of the
Meeting. However, in the other Meeting Agendas, there were no more questions asked by
Shareholders and/or their proxies.
D. Mechanism of Decision Making
The decision-making mechanism was carried out verbally by asking shareholders and / or their
proxies who were physically present at the Meeting to raise their hands for those who voted
against and abstained, those who voted agree were not asked to raise their hands.
Shareholders and/or their proxies who were present electronically were able to vote through the
E-Meeting Hall screen on the eASY.KSEI application.
Abstain votes are considered to have casted the same votes as the majority of the shareholders
who casted their votes.
E. Resolutions of AGMS
I. First Meeting Agenda
Approval of the Company’s Annual Report including the Supervisory Duty Report of the
Board of Commissioner as well as to ratify of the Company’s Consolidated Financial
Statements for the financial year ended on December 31, 2024.
Voting Result:
- Attendance Votes : 2,230,040,160 shares
- Disagree Votes : 10,000 shares
- Abstain Votes : 47,130,200 shares
- Total Approved Votes : 2,182,899,960 shares
In accordance with the provisions of the Financial Services Authority Regulation (“POJK”)
No. 15/POJK.04/2020 concerning the Planning and Implementation of General Meetings
of Shareholders of Public Companies (“POJK 15/2020”), abstention votes are deemed to
have issued the same vote as the majority vote of shareholders who cast votes at the
Meeting.
Therefore, the Total Approved Votes are 2,230,030,160 shares = 99.99%
Decision:
1. Accepted and approved the annual report of the Company including the report of the
Board of Directors and the report on the supervisory duties of the Board of
Commissioners as well as the ratification of the Company's consolidated financial
statements ending on December 31, 2024 which have been audited by the Public
Accounting Firm (KAP) Hadori Sugiarto Adi & Rekan as an independent auditor with
“unmodified fair" opinion.
2. Provided full release and discharge of responsibility (acquit et de charge) to all members
of the Board of Directors and members of the Board of Commissioners of the Company
for the managerial and supervisory actions that had been carried out during the 2023
2
Page 3
financial year, as long as these actions are reflected in the Annual Report and Financial
Statements of the Company.
II. Second Meeting Agenda
Approval for plans to use the net profit for the financial year 2024.
Voting Result:
- Attendance Votes : 2,230,040,160 shares
- Disagree Votes : 10,000 shares
- Abstain Votes : 46,491,200 shares
- Total Approved Votes : 2,183,538,960 shares
In accordance with the provisions of the Financial Services Authority Regulation (“POJK”)
No. 15/POJK.04/2020 concerning the Planning and Implementation of General Meetings
of Shareholders of Public Companies (“POJK 15/2020”), abstention votes are deemed to
have issued the same vote as the majority vote of shareholders who cast votes at the
Meeting.
Therefore, the Total Approved Votes are 2,230,030,160 shares = 99.99%
Decision:
The use of net profit of the current year of the Company for the financial year ended on
December 31, 2024 as follows:
1. Determined the distribution of dividends in the amount of Rp. 255,750,000,000,- (two
hundred fifty five billion seven hundred and fifty million) or approximately 96.3%
(ninety six point three percent) of the net profit which will be distributed in the form of
cash dividends to shareholders, whose names are recorded in the Company's
Shareholders Register on May 27, 2025 at 16.00 West Indonesia Time ("Recording
Date") or Rp. 75,- (Forty Rupiah) per share as of the date of this Meeting, with due
observance of the Indonesian Stock Exchange regulations for shares trading on the
Indonesia Stock Exchange, provided that for the Company's shares that are in collective
custody, the provisions apply as follows:
- Cum Cash Dividend at the Regular and Negotiation Market on May 23, 2025;
- Ex Cash Dividend at the Regular and Negotiation Market on May 26, 2025;
- Cum Cash Dividend at the Cash Market on May 27, 2025;
- Ex Cash Dividend at the Cash Market on May 28, 2025.
Payment of cash dividends to eligible shareholders will be made no later than June 18,
2025.
2. Determine the remaining net profit for the current year for the financial year ending
December 31, 2024 to be recorded as retained earnings by the Company.
3. Gave the power to the Board of Directors of the Company to carry out everything related
to the distribution of the dividends mentioned above in accordance with the prevailing
laws and regulations.
3
Page 4
III. Third Meeting Agenda
The appointment of a public accounting firm to perform audit for the fiscal year that will
end on December 31, 2025.
Voting Result:
- Attendance Votes : 2,230,040,160 shares
- Disagree Votes : 4,777,700 shares
- Abstain Votes : 46,491,500 shares
- Total APPROVED Votes : 2,178,770,960 shares
In accordance with the provisions of the Financial Services Authority Regulation (“POJK”)
No. 15/POJK.04/2020 concerning the Planning and Implementation of General Meetings
of Shareholders of Public Companies (“POJK 15/2020”), abstention votes are deemed to
have issued the same vote as the majority vote of shareholders who cast votes at the
Meeting.
Therefore, the Total Approved Votes are 2,225,262,460 shares = 99.79%
Decision:
Delegated the authority to the Company's Board of Commissioners to appoint a Public
Accounting Firm registered with the OJK that will audit the Company's books for the
financial year 2025, authorized the Company's Board of Commissioners to determine the
criteria for the Public Accounting Firm to audit the Company's financial statements for the
financial year 2024 in accordance with the provisions applicable, and authorized the Board
of Directors of the Company to determine the honorarium and other requirements for the
Public Accountant Firm, this delegation of authority is due to the fact that the Company is
still conducting a selection process for the appointment of the Public Accountant.
IV. Fourth Meeting Agenda
Determination of salary and other benefits for members of the Board of Directors and
honorarium for the Board of Commissioners.
Voting Result:
- Attendance Votes : 2,230,040,160 shares
- Disagree Votes : 17,600 shares
- Abstain Votes : 46,491,500 shares
- Total APPROVED Votes : 2,183,531,060 shares
In accordance with the provisions of the Financial Services Authority Regulation
(“POJK”) No. 15/POJK.04/2020 concerning the Planning and Implementation of
General Meetings of Shareholders of Public Companies (“POJK 15/2020”),
abstention votes are deemed to have issued the same vote as the majority vote of
shareholders who cast votes at the Meeting.
Therefore, the Total Approved Votes are 2,230,022,560 shares = 99.99%
4
Page 5
Decision:
Gave the authority to Main Shareholders to determine the salary or honorarium and other
benefits for members of the Board of Commissioners with due observance of the proposals
and recommendations of the Nomination and Remuneration Committee to be
subsequently determined by the Board of Commissioners.
F. SCHEDULE AND PROCEDURES FOR CASH DIVIDEND
Cash Dividend Payment Schedule:
(1) Cum Dividend in the regular and negotiation markets : May 23, 2025
(2) Ex-Dividend in the regular and negotiation markets : May 26, 2025
(3) Cum Dividend in cash market : May 27, 2025
(4) Ex-Dividend in cash market : May 28, 2025
(5) Recording Date for those entitled to the dividend : May 27, 2025
(6) Payment of Dividend : No later than June 18, 2025
Cash Dividend Payment Procedures
1. This notice is an official notification from the Company and the Company does not issue a
special notification to Shareholders.
2. Shareholders that are entitled to the cash dividend are shareholders whose names are
registered in the Register of Shareholders on May 27, 2025, until 16:00 WIB.
3. Shareholders whose names have been recorded in the Collective Custody of Indonesian
Central Securities Depository, PT. (“KSEI”), dividend payments are made by the Company
through KSEI and KSEI will distribute to the KSEI Account Holder (Exchange Member and
/ or the Custodian Bank).
4. For all shareholders who still own share certificates or has not yet converted their shares, cash
dividend will be paid by check and can be taken by the relevant Shareholder at the Company’s
Office. Shareholders who prefer payment by way of Bank Transfer, is expected to notify the
bank’s name and bank account number to the Company at:
PT Total Bangun Persada Tbk
JL. Letjend. S. Parman Kav. 106, Jakarta 11440
Phone: (021) 5666999 (Hunting), Fax: (021)5663069
Email: totalbp@totalbp.com Website: http://www.totalbp.com
At the latest on May 27, 2025 until 16:00 WIB. Transfers can only be made to an account
in the same name as the name of the shareholders in the Shareholder Register.
5. Cash Dividend will be taxed in accordance with the taxation laws and regulations. The
amount of tax will be borne by the relevant shareholders and deducted from the amount
of cash dividend that becomes the right of the relevant shareholders.
5
Page 6
6. In accordance with Law No. 36 of 2008 on the fourth amendment to Law No. 7 of 1983
on Income Tax and PER-24/PJ/2010 concerning Implementation Procedures of Double
Taxation Agreement, shareholders who are Non-resident Taxpayers will be subjected to
withholding tax at the rate of 20%, except for those who can meet the requirements stated
in Clause 26 paragraph 1a and submitted no later than May 28, 2024 at 16:00 WIB to the
Company’s Share Registrar (BAE), namely: PT Adimitra Jasa Korpora, Rukan Kirana
Boutique Office, Jl. Kirana Avenue III Blok F3 No. 5, Kelapa Gading – North Jakarta
14250, with phone number: (021) 29745222 or facsimile: (021) 29289961. If by the
deadline stated above, the BAE has not yet received The Domicile Certificate, then the
cash dividend paid will be subjected to clause 26 income tax (Pph) at the rate of 20%.
Jakarta, May 19, 2025
PT Total Bangun Persada Tbk
Board of Directors
This notice has been posted on the PT Bursa Efek Indonesia website, the Company's website
http://www.totalbp.com and the website of the PT Kustodian Sentral Efek Indonesia Electronic
General Meeting System facility ("eASY.KSEI")
6
Names mentioned 20 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Ir. Reyno Stephanus Adhiputranto
p.1
unresolved
person
Drs. Rusdy Daryono
p.1
unresolved
person
Liliana Komajaya
p.1
unresolved
person
Rudi Suryajaya Komajaya
p.1
unresolved
person
MSc
p.1
unresolved
person
Janti Komadjaja
p.1
unresolved
person
Ir. Lio Sudarto
p.1 ×2
unresolved
person
Ir. Rasyid Daulay
p.1
unresolved
org
Financial Services Authority
p.1 ×5
unresolved
org
Hadori Sugiarto Adi & Rekan
p.2
unresolved
org
Indonesia Stock Exchange
p.3
unresolved
org
PT Adimitra Jasa Korpora
p.6
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.6
unresolved
org
PT Kustodian Sentral Efek Indonesia Electronic General Meeting
p.6
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
1332 ms
12 Sep 2026 22:51
no RUPS minutes content - likely misclassified