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20250517_BEEF_Ringkasan Risalah//Risalah RUPS_31886575_lamp3.pdf
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MINUTES OF SUMMARY
ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT ESTIKA TATA TIARA Tbk
PT Estika Tata Tiara Tbk, (the "Company") hereby notifies the Shareholders of the Company, that the Company has
held an Extraordinary General Meeting of Shareholders ("EGMS") which were held physically and electronically using
the Easy.KSEI system provided by PT Kustodian Sentral Efek Indonesia ("KSEI"), with the following details:
I. Day and Date : Friday, 16 May 2025
Time : 14.00 WIB - 15.30 WIB
Venue : Equity Tower, LG Floor (Main Hall Equity)
Lot 9, SCBD – Jl. Jend. Sudirman Kav 52 – 53
Jakarta 12190
Mechanism : Organized physically and electronically by the Company by
using the eASY.KSEI system provided by KSEI.
II. Agenda Extraordinary General Meeting of Shareholders
1. Approval of the Annual Report and ratification of the Company's Financial Statements for the financial
year ended December 31, 2024, and the granting of full repayment and exemption (volledig acquit
et de charge) to the Company's Board of Directors for the Company's management actions and the
Company's Board of Commissioners for the Company's supervisory actions that have been carried
out during the 2024 financial year.
2. Approval of Comprehensive Profit Use for the current year for the financial year ending on December
31, 2024
3. Approval of the appointment of a Public Accounting Firm and Public Accountant that will audit the
Company's Consolidated Financial Statements for the financial year 2025 and the determination of
the honorarium of the Public Accounting Firm and other requirements.
4. Determination of honorarium and other allowances and delegation of authority to the Board of
Commissioners of the Company to determine honorarium and other allowances for the Board of
Directors and Board of Commissioners of the Company respectively for the financial year 2025.
III. Agenda Extraordinary General Meeting of Shareholders
1. Approval of Additional Paid-up Capital Capitalization (Agio Shares) as of December 31, 2024 which
will be distributed as Bonus Shares to the Company's shareholders.
IV. Members of the Board of Directors present at the Meeting:
President Director Mr. Imam Subowo
Director Mr. Edie
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-
-
- Member of the Board of Commissioner present at the Meeting:
President of Commissioner Mr. Aldi Imam Wibowo
Commissioner Mr.Billy Sabarto
V. Chairman of Meeting:
The meeting was chaired by Mr. Aldi Imam Wibowo, as President Commissioner
VI. Attendance of Shareholders at the Annual General Meeting of Shareholders:
The Annual GMS, quorum provisions as stipulated in Article 12 paragraph 2 number (1) letter a of the
Company's Articles of Association, Article 86 paragraph 1 of Law No. 40 of 2007 concerning Limited
Liability Companies ("UUPT") and Article 41 paragraph 1 letter a POJK No. 15/POJK.04/2020 ("POJK No.
15/2020"), based on these provisions, the Meeting may be held if it is attended by shareholders
representing more than 1/2 (one-half) of the total number of shares with rights votes present in the
meeting.
In this regard, Annual GMS the Shareholders who are present or represented by their Proxies in the
Meeting represent as many as 5,857,624,506 shares or represent 81.51% of all shares that have been
issued by the Company with valid voting rights, and therefore the quorum requirements as stipulated in
these provisions have been met, so that the Meeting is valid and has the right to take binding decisions
in accordance with the agenda Meeting.
VII. Attendance of Shareholders at the Extraordinary General Meeting of Shareholders:
The Extraordinary General Meeting of Shareholders, quorum provisions as stipulated in Article 12
paragraph 2 number (1) letter a of the Company's Articles of Association, Article 86 paragraph 1 of Law
No. 40 of 2007 concerning Limited Liability Companies ("UUPT") and Article 41 paragraph 1 letter a POJK
No. 15/POJK.04/2020 ("POJK No. 15/2020"), based on these provisions, the Meeting may be held if it is
attended by shareholders representing more than 1/2 (one-half) of the total number of shares with rights
votes present in the meeting.
Concerning this, in the Extraordinary GMS, a total of 6,142,589,015 shares or represent 85.48% of all
shares that have been issued by the Company with valid voting rights, and therefore the quorum
requirements as stipulated in these provisions have been met, so that the Meeting is valid and has the
right to take binding decisions in accordance with the agenda Meeting.
VIII. Submission of Questions and/or Opinions at the General Meeting of Shareholders:
Shareholders and proxies had the chance to give their input and ask questions during the meeting, but
there were no queries or opinions presented by any of them.
IX. Decision Making Mechanism at the General Meeting of Shareholders:
a. The Resolution of the Meeting is carried out by voting, because there are several Shareholders
who give power of attorney to (a) attend the Meeting only but not to vote (abstain) and (b)
attend the Meeting and vote against it;
b. Voting is carried out orally by raising hands by the Shareholders or their proxies who disagree
and then continued with the Shareholders or their proxies who cast blank votes (abstain).
c. Based on the provisions of the Company's Articles of Association and Article 47 of OJK Regulation
No. 15, the valid voting rights of those who attend the Meeting but do not vote or abstain, are
considered to have issued the same vote as the majority of the Shareholders who voted.
d. Based on the Financial Services Authority Regulation Number 16/POJK.04/2020 dated April 20,
2020 concerning the Implementation of the General Meeting of Shareholders of Public Companies
Electronically. This meeting was held physically and electronically using the electronic facilities
of the general meeting of shareholders provided by PT Kustodian Sentral Efek Indonesia, namely
eASY.KSEI (related to the granting of power of attorney through e-Proxy and also the exercise of
voting rights through e-Voting).
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X. Voting Results of the Annual General Meeting of Shareholders and Meeting Resolutions:
The results of decision-making carried out by voting/voting and Meeting Decisions are as follows:
First Agenda
Approved Disagree Abstain Proposed Question
5.857.624.506 voter / 0 voter / 0% 0 voter / 0% Null
100%
Decision of Meeting:
Approved and ratify the Annual Report regarding the Company's business and the Company's financial
administration for the financial year 2024, as well as the Company's Financial Statements including the
Company's Balance Sheet and Profit/Loss Calculation for the financial year ended December 31, 2024 which
has been audited by Independent Public Accounting Firm Drs Kartoyo & Parners and approve the Board of
Commissioners' Supervisory Report for the financial year ended December 31, 2024, and provide full
discharge and discharge of responsibility (volledig acquit et de charge) to all members of the Board of Directors
and the Board of Commissioners of the Company for the supervisory and management actions carried out for
the financial year ending December 31, 2024, as long as these actions are reflected in the Annual Report,
Financial Statements and Supervisory Report of the Board of Commissioners for the financial year 2024.
Second Agenda
Approved Disagree Abstain Proposed Question
5.857.624.506 voter / 0 voter / 0% 0 voter / 0% Null
100%
Decision of Meeting:
Approved the allocation of net profit for the financial year ending December 31, 2024, amounting to IDR
103,297,742,169 (one hundred three billion two hundred ninety-seven million seven hundred forty-two
thousand one hundred sixty-nine Rupiah) as retained earnings with the aim of strengthening the capital
structure.
Third Agenda
Approved Disagree Abstain Proposed Question
5.857.618.506 voter / 6000 voter / 0% 0 voter / 0% Null
99,999%
Decision of Meeting:
Approved to grant authority and power to the Board of Commissioners and the Company's Audit Committee,
to appoint a Public Accountant and/or a Public Accounting Firm with Independent criteria and registered with
OJK, which will audit the Company's financial statements for the financial year ending December 31, 2025, as
well as to determine the honorarium of the Public Accountant including the terms of their appointment and
dismissal.
Fourth Agenda
Approved Disagree Abstain Proposed Question
5.857.613.396 voter / 11.110 voter / 0 voter / 0% Null
99,999% 0,001%
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Decision of Meeting:
Approved to authorize the Board of Commissioners to determine salaries and/or other allowances for members
of the Company's Board of Directors, as well as honorarium and other allowances for members of the
Company's Board of Commissioners for the financial year 2025, taking into account the
input/recommendations from the Nomination and Remuneration Committee.
XI. Voting Results of the Extraordinary General Meeting of Shareholders and Meeting Resolutions:
1. First Agenda
Approved Disagree Abstain Proposed Question
6.142.589.015 Shares Nihil Nihil Nihil
First Agenda:
1. Approving the distribution of Bonus Shares derived from part of the Additional Paid-in
Capital as of December 31, 2024, amounting to Rp63,525,784,476 (sixty-three billion five
hundred twenty-five million seven hundred eighty-four thousand four hundred seventy-six
Rupiah), to be capitalized by issuing Bonus Shares with a nominal value of Rp68 (sixty-eight
Rupiah) per share to the shareholders of the Company with a ratio of 100:13 (one hundred
to thirteen) so that each holder of 100 (one hundred) shares of the Company will receive
13 (thirteen) Bonus Shares.
2. Approving the increase in the placed and paid-up capital of the Company in relation to the
distribution of Bonus Shares derived from the Capitalization of Share Premium amounting
to Rp63,525,784,476 (sixty-three billion five hundred twenty-five million seven hundred
eighty-four thousand four hundred seventy-six Rupiah) or a total of 934,188,007 (nine
hundred thirty-four million one hundred eighty-eight thousand seven) Series B shares with
a nominal value of Rp68 (sixty-eight Rupiah).
The initial and paid-up capital was 7,186,061,591 shares consisting of:
a. 1,884,312,595 series A shares each with a nominal value of Rp100 or a total of Rp.
188,431,259,500.
b. 5,301,748,996 series B shares each with a nominal value of Rp68 or a total of Rp
360,518,931,728.
It becomes as follows:
The issued and paid-up capital amounted to 8,120,249,598 shares consisting of:
a. 1,884,312,595 Series A shares each with a nominal value of IDR 100 or a total of IDR
188,431,259,500.
b. 6,235,937,003 Series B shares each with a nominal value of IDR 68 or a total of IDR
424,043,716,204.
3. Approving to grant authority and power with the right of substitution to the Board of
Directors of the Company to carry out the distribution of Bonus Shares including but not
limited to in accordance with the procedures and methods in accordance with the applicable
laws and regulations.
In connection with the distribution of Bonus Shares derived from the Capitalization of Share
Premium, approving to grant authority and power with the right of substitution to the Board
of Directors of the Company to amend the provisions of Article 4 paragraph 2 of the
Company’s Articles of Association, to adjust and/or change the composition of the
Company’s shareholders including those recorded in the database of the Online General
Legal Administration System at the Ministry of Law of the Republic of Indonesia, and to take
all actions related to the above decision including but not limited to creating, signing, and
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submitting all documents, as well as to declare it in a separate deed before a Notary, as
required by and in accordance with the applicable laws and regulations, and subsequently
notify the changes to the Company’s Articles of Association to the relevant authorities based
on the applicable laws and regulations.
This is the Summary of the Minutes of the Annual General Meeting of Shareholders and the Extraordinary General
Meeting of Shareholders of PT ESTIKA TATA TIARA Tbk.
Jakarta, 16 Mei 2025
PT ESTIKA TATA TIARA Tbk
Company’s Board of Directors
Names mentioned 9 people and organisations named in the text · linked when the evidence is strong
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PT Kustodian Sentral Efek Indonesia
p.1 ×3
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Financial Services Authority
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Drs Kartoyo
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Ministry of Law
p.4
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