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20250421_ESSA_Ringkasan Risalah//Risalah RUPS_31876758_lamp3.pdf
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SUMMARY OF MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT ESSA INDUSTRIES INDONESIA TBK.
("Company")
The Board of Directors of PT ESSA Industries Indonesia Tbk. (hereinafter referred to as the "Company"),
domiciled in South Jakarta hereby announces that the Company has held an Annual General Meeting of
Shareholders ("AGMS") (or also referred to as the "Meeting") on:
Day/Date : Wednesday / 16 April 2025
Time : 09.28 – 10.57 am (Jakarta Time)
Place : EPIC Hall, ESSA Head Office,19th Fl., DBS Bank Tower, Jl. Prof.
DR. Satrio, Kuningan, South Jakarta.
The summary of the Meeting Minutes is as follows:
A. Members of the Board of Commissioners & Board of Directors of the Company who were
present in the Meeting:
Board of Commissioners Board of Directors
Hamid Awaluddn Kanishk Laroya
Rahul Puri Mukesh Agrawal
Arif Rachmat Prakash Chand Bumb
Prof. Dr. Ida Bagus Rahmadi Supancana Isenta Hioe
The Meeting was chaired by Mr. Hamid Awaluddin as President Commissioner (Independent) of the
Company in accordance with the Company's Articles of Association and the Decree of Appointment of
the Chairman of the Meeting by the Board of Commissioners of the Company.
B. Capital Market Supporting Professions present at the Meeting
1. Mr. Jimmy Tanal, S.H., M.Kn as Public Notary.
2. Mr. Harish Zhafar, PT. Datindo Entrycom as the Securities Administration Bureau.
3. Mrs. Hanny Prasetyo, KAP Gani Sigiro & Handayani.
C. Power of Attorney Mechanism for Shareholders
The Company has provided an alternative electronic proxy for shareholders to attend and vote in the
Meeting through the eASY.KSEI application.
D. Quorum of Shareholders' Attendance
The Meeting is attended by the Company's shareholders or shareholders' proxies as many as:
Agenda Attendance Quorum Percentage
Agenda 1 13,340,854,748 77.44 %
Agenda 2 13,340,854,748 77.44 %
Agenda 3 13,340,854,748 77.44 %
Agenda 4 13,340,854,748 77.44 %
The shares have been validated by an independent party (Securities Administration Bureau). Thus, the
quorum requirements required in the Company's Articles of Association and POJK have been met.
AGMS’ Minutes of PT ESSA Industries Indonesia Tbk.
16 April 2025
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E. Agenda / Meeting Event Points
1. Approval and ratification of the Company's Annual Report and Financial Statements for Financial
Year 2024; including the Board of Directors Report and the Board of Commissioners' Supervisory
Report for the Financial Year ended 31 December 2024;
2. Appointment of a Public Accountant and/or Independent Public Accountant Firm that will audit
the Company's financial statements for Fiscal Year 2025 and authorize the Board of
Commissioners of the Company to determine the honorarium and appointment requirements for
the Independent Public Accountant;
3. Granting authority and power to the Board of Commissioners to determine salaries and/or
honorariums and/or other benefits for members of the Board of Commissioners and members of
the Board of Directors of the Company for Fiscal Year 2025; and
4. Approval of the Use of the Company's Net Profit Balance for the Financial Year ended 31
December 2024.
5. Changes in the composition of the Company's Board of Commissioners, as well as the dismissal
and reappointment of the Company's Board of Directors and Board of Commissioners.
F. Q&A Opportunities for Shareholders
Prior to decision making, the Chairman of the Meeting provides an opportunity for shareholders
or shareholders' proxies present to ask questions and/or provide opinions in each Meeting
Agenda.
G. Decision-Making Mechanism
All decisions of the Meeting are taken based on deliberation for consensus. In the event that a
decision based on deliberation for consensus is not reached, the decision shall be taken based on
a majority vote of the number of votes validly issued in the Meeting. The decision is taken through
the calculation of votes submitted by shareholders through eASY.KSEI and votes given through
the granting of power of attorney to an proxy appointed by the Company's Securities
Administration Bureau, namely PT Datindo Entrycom and by counting votes from shareholders
present at the Meeting.
H. Quorum of Close Results
For the entire Agenda of the Meeting, the quorum requirement required in Article 11 paragraph
(2) a of the Company's Articles of Association applies, namely that the Meeting can be held if
attended by shareholders or their proxies representing more than 1/2 (one-half) part of the total
number of shares with valid voting rights that have been issued by the Company.
I. Voting Results for each Meeting Agenda
Agenda Accept Reject Abstain
Agenda 1 11.773.381.118 1.314.057.730 253,415,900
Agenda 2 12.729.248.148 358.190.700 253.415.900
Agenda 3 12.900.647.088 186.791.760 253.415.900
Agenda 4 13.085.720.448 1.718.400 253.415.900
Agenda 5 11.773.381.118 1.314.057.730 253.415.900
J. The resolutions on the Agenda of the Meeting have been approved in essence as follows:
First Agenda of the Meeting:
1. Approving and ratifying the Company’s Annual Report, including the Board of Directors’ Report
and the Board of Commissioners' Supervisory Report for the period ending on December 31,
2024;
2. Ratifying the Company’s Financial Statements for the Fiscal Year ending on December 31, 2024,
AGMS’ Minutes of PT ESSA Industries Indonesia Tbk.
16 April 2025
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which have been audited by the Public Accounting Firm Gani Sigiro & Handayani;
3. Granting discharge and release to the members of the Board of Directors from responsibility for
the management of the Company and to the members of the Board of Commissioners for their
supervisory actions, as long as all such actions are reflected in the Company’s Financial
Statements for the Fiscal Year ending on December 31, 2024 (acquit et de charge), do not conflict
with applicable laws and regulations, and are not criminal actions.
Second Agenda of the Meeting:
1. Approving the appointment of the Public Accountant and the Public Accounting Firm Gani Sigiro
& Handayani – a member firm of Grant Thornton International Limited – to audit the Company’s
Consolidated Financial Statements for the Fiscal Year ending on December 31, 2025;
2. Granting authority to the Board of Commissioners to determine the reasonable terms of the
appointment and to appoint a replacement Public Accounting Firm in the event that the
appointed Public Accounting Firm, based on the provisions and regulations of the Capital
Market, is unable to perform its duties.
Third Agenda of the Meeting:
Approving the delegation of authority and power to the Board of Commissioners to determine
the salary and/or honorarium and/or other allowances for the members of the Board of
Commissioners and the Board of Directors of the Company for the Fiscal Year 2025.
Fourth Agenda of the Meeting:
Approve the use of the Company's retained earnings ended 31 December 2024 with the following
details:
1. The Company booked Net Profit attributable to the parent owner of USD 45,181,479 for Fiscal
Year 2024.
2. The Company proposes to distribute dividends from the Company's retained earnings for
Financial Year 2024.
3. The proposed dividend is Rp. 10/share to be distributed so that the amount of dividend is
IDR 172,269,757,000 (approximately USD 10,270,659).
4. The remaining balance of USD 34,910,820 will be retained as Retained Earnings.
Fifth Agenda of the Meeting:
1. Approved the honorable discharge of all members of the Board of Directors and the Board of
Commissioners of the Company effective as of the closing of this Meeting, and granted full
release and discharge (acquit et de charge) for the management and supervisory actions carried
out during their term, to the extent such actions are reflected in the Company’s Annual Report
and Financial Statements.
2. Approved the reappointment of members of the Board of Directors and the Board of
Commissioners of the Company, effective as of the closing of this Meeting, as follows:
a. Kanishk Laroya as President Director of the Company;
b. Isenta Hioe as Director of the Company;
c. Mukesh Agrawal as Director of the Company;
d. Prakash Cand Bumb as Director of the Company;
e. Hamid Awaluddin as President Commissioner and Independent Commissioner of the
Company;
f. Chander Vinod Laroya as Vice President Commissioner of the Company;
g. Arif Rachmat as Commissioner of the Company;
h. Rahul Puri as Commissioner of the Company;
i. Prof. Dr. Ida Bagus Rahmadi Supancana as Independent Commissioner of the
Company.
AGMS’ Minutes of PT ESSA Industries Indonesia Tbk.
16 April 2025
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3. Approved the appointment of Bhavna Laroya as a new Commissioner of the Company, effective
as of the closing of this Meeting.
4. Approved the composition of the Board of Directors and the Board of Commissioners of the
Company effective as of the closing of this Meeting until the closing of the Annual General
Meeting of Shareholders for the fiscal year 2030, to be held in 2031, as follows:
Board of Directors
President Director: Kanishk Laroya
Director: Isenta Hioe
Director: Mukesh Agrawal
Director: Prakash Chand Bumb
Board of Commissioners
President Commissioner & Independent Commissioner: Hamid Awaluddin
Vice President Commissioner: Chander Vinod Laroya
Commissioner: Arif Rachmat
Commissioner: Rahul Puri
Commissioner: Bhavna Laroya
Independent Commissioner: Prof. Dr. Ida Bagus Rahmadi Supancana
5. Granted the authority and power to the members of the Board of Directors of the Company or
other parties authorized to represent the Company, to take all necessary actions in connection
with the implementation of this resolution, including but not limited to restating the
composition of the Board of Directors and the Board of Commissioners of the Company,
preparing or requesting the preparation of all deeds, letters, and required documents, appearing
before the relevant authorities including Notaries, submitting applications to obtain approvals
and/or notifying or reporting this matter to the relevant authorities.
The meeting closes at 10.57 am.
Jakarta, 21 April 2025
PT ESSA Industries Indonesia Tbk.
Board of Directors
AGMS’ Minutes of PT ESSA Industries Indonesia Tbk.
16 April 2025
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Names mentioned 21 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Industries Indonesia Tbk.
p.1 ×6
unresolved
person
Prof. Dr. Ida Bagus Rahmadi Supancana
· Independent Commissioner
p.1 ×4
unresolved
person
Jimmy Tanal
p.1
unresolved
person
Harish Zhafar
p.1
unresolved
org
PT. Datindo Entrycom
p.1 ×2
unresolved
person
Hanny Prasetyo
p.1
unresolved
org
Gani Sigiro
p.1
unresolved
org
Grant Thornton International Limited
p.3
unresolved
person
Isenta Hioe
· Director
p.3 ×2
unresolved
person
Mukesh Agrawal
· Director
p.3 ×2
unresolved
—
Prakash Cand Bumb
· Director
p.3
unresolved
person
Rahul Puri
· Commissioner
p.3 ×2
unresolved
person
Prakash Chand Bumb
· Director
p.4
unresolved
person
Bhavna Laroya
· Commissioner
p.4
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