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ANNOUNCEMENT SUMMARY MINUTES OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT BANK CIMB NIAGA TBK
PT Bank CIMB Niaga Tbk (the “Company”) hereby announces to the Shareholders that the Company has held the Annual General Meeting of Shareholders (the “Meeting”) on
Monday, 14 April 2025 at 14.28 p.m. until 15.53 p.m. Western Indonesian Time, at the Meeting Room, M Floor, Graha CIMB Niaga, Jl. Jend. Sudirman Kav. 58, South Jakarta
12190.
In connection with the Meeting, the Board of Directors of the Company discloses the following:
1. Notification of the Meeting’s plan has been submitted to the Financial Services Authority (Otoritas Jasa Keuangan – “OJK”), Indonesia Stock Exchange (“IDX”), and Indonesia
Central Securities Depository (PT Kustodian Efek Indonesia – “KSEI”) on 20 February 2025;
2. Announcement to the Shareholders of the Company has been published and uploaded in Bahasa Indonesia and English to the Company’s website at www.cimbniaga.co.id
(the “Company’s Website”), IDX’s website at www.idx.co.id (the “IDX’s Website”) and KSEI’s website through the Electronic General Meeting System KSEI (“eASY.KSEI”)
Application at https://easy.ksei.co.id (“eASY.KSEI Application”) on 27 February 2025;
3. Invitation to the Shareholders of the Company to attend the Meeting has been published on 14 March 2025 (30 days before the Meeting). It has been published and uploaded
in both Bahasa Indonesia and English to the Company’s Website, IDX’s Website, and eASY.KSEI Application;
4. Explanation of all Agenda and materials of the Meeting have been uploaded to the Company’s Website on 14 March 2025, including the 2024 Annual Report, 2024
Sustainability Report, Publication of Financial Statements FY 2024, Curriculum Vitae of the proposed Public Accountant and Profile of the proposed Public Accounting Firm,
Curriculum Vitae for prospective members of the Board of Commissioners (Reappointment), Curriculum Vitae of the Board of Directors Members (Reappointment and New
Candidate), Summary of Recovery Plan, Disclosure of the Company’s Shares Buyback and Transfer Plan, Report of the Sustainable Finance Action Plan (RAKB) of the Company,
Rules of Conduct of the Meeting, Form of Power of Attorney (“POA”), Video of the Electronic Voting Procedures at the Meeting Venue and eASY.KSEI Guidelines for The
Shareholders (including the guideline for Electronic Voting through eASY.KSEI Application or “eASY.KSEI e-Voting”).
In accordance to the Article 12 paragraph 12.3 of the Article of Associations (“AOA”) of the Company and Board of Commissioners’ Circular Resolutions No.
013/DEKOM/KP/III/2025 dated 12 March 2025, the Meeting was chaired by DIDI SYAFRUDDIN YAHYA, the President Commissioner of the Company.
The Meeting was held (i) in electronically by using eASY.KSEI Application with due observance of OJK Regulation No.16/POJK.04/2020 regarding Implementation of Electronic
General Meetings of Shareholders of Publicly-Held Companies in conjunction with Article 12 paragraph 12.1. of the Company’s AOA; and (ii) in physically. All participants of the
Meeting who are electronically or physically present, can attend and actively participate in the Meeting.
All members of Board of Commissioners, Board of Directors, Sharia Supervisory Board and Audit Committee as well as the Chairperson of the Committees responsible to the
Board of Commissioners of the Company attended the Meeting, either physically or through video conference, with the following details:
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Board of Commissioners (“BOC”) Board of Directors (“BOD”) Sharia Supervisory Board (“SSB”) Audit Committee
1. DIDI SYAFRUDDIN YAHYA, President 1. LANI DARMAWAN, President Director 1. PROF. DR. M. QURAISH SHIHAB, 1. DODY BUDI WALUYO,
Commissioner 2. LEE KAI KWONG, Director MA., Chairman Chairman (concurrently as Member)
2. GLENN MUHAMMAD SURYA YUSUF(*), 3. JOHN SIMON, Director 2. PROF. DR. FATHURRAHMAN 2. GLENN MUHAMMAD SURYA YUSUF,
Vice President Commissioner (Independent) 4. FRANSISKA OEI, Member
DJAMIL, MA, Member
3. SRI WIDOWATI(**), Independent Director, concurrently as Compliance Director 3. ENDANG KUSSULANJARI S.,
Commissioner 5. PANDJI P. DJAJANEGARA, Director 3. DR. YULIZAR DJAMALUDDIN Member
4. VERA HANDAJANI, Commissioner 6. TJIOE MEI TJUEN, Director SANREGO, M.EC., Member 4. ANGELIQUE DEWI DARYANTO,
5. FARINA J. SITUMORANG, Independent 7. HENKY SULISTYO, Director Member
Commissioner 8. JONI RAINI, Director
6. DODY BUDI WALUYO (***),Independent 9. RUSLY JOHANNES, Director
Commissioner 10. NOVIADY WAHYUDI, Director
7. NOVAN AMIRUDIN, Commissioner
(*)
Also present in his capacity as Chairman (concurrently as Member) of the Risk Oversight Committee
(**)
Also present in her capacity as Chairwoman (concurrently as Member) of the Nomination & Remuneration Committee
(***) Also present in his capacity as Chairman (concurrently as Member) of the Audit Committee and Integrated Governance Committee
The Company has: (i) appointed Ashoya Ratam, as Public Notary as well as PT Bima Registra as the Share Administration Bureau (both are independent party) to count the quorum
and execute the voting tabulation in the Meeting; and (ii) provided an opportunity to the Shareholders and/or Proxy holder of the Shareholders to raise questions and/or convey
opinions for each Agenda of the Meeting. There was 1 (one) Shareholder who asked a question in the 2nd Agenda of the Meeting and has been responded by the Chairman of
the Meeting and/or the Board of Directors of the Company.
In order to maintain the independence and secrecy of the Shareholders in the voting process, voting in the Meeting shall be conducted in private. The Meeting resolutions are
adopted in accordance with the Meeting quorum. Voting was conducted on each Agenda of the Meeting. For the Shareholders and/or Proxy holder of the Shareholders who
attend the Meeting physically, the voting was conducted individually and electronically (“e-Voting”) at the Meeting Venue (“e-Voting at the Meeting Venue”) by using
smartphone, other mobile devices or touch screen monitor provided by the Company, so that the Shareholders’ votes confidentiality can be preserved. For the Shareholders
and/or their proxies who attend the Meeting electronically, can do the process of eASY.KSEI e-Voting in real time. While, for the Shareholders who authorized the proxy with e-
Proxy mechanism, are considered exercising their rights through eASY.KSEI and not allowed to conduct the e-Voting at the Meeting Venue process.
In accordance with Company’s Shareholders Register as at 13 March 2025, the number of issued and paid up shares of the Company with eligible voting rights was 25,142,205,843
shares. The number of shares with voting rights attended or represented in the Meeting (Class A shares and Class B shares both have equal rights) was 23,875,505,440 shares or
approximately 94.9618% of the total shares issued by the Company. Therefore, it fulfilled the required Meeting quorum, namely more than 1/2 part of the total shares issued by
the Company with valid voting rights. Accordingly, the Meeting was valid to be held and adopted the following resolutions:
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1st Agenda:
Approval of the Annual Report and the Consolidated Financial Statements of the Company for the Financial Year Ended on 31 December 2024.
Voting Result:
Total Majority Votes: 23,875,505,040 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,834,471,755 shares (99.8280%) 400 shares (0.0001%) 41,033,285 shares (0.1719%)
Resolutions:
1. Approved the Company’s Annual Report for the financial year ended on 31 December 2024;
2. Ratified the Company’s Consolidated Financial Statements for the financial year ended on 31 December 2024 as audited by the Public Accounting Firm of “Rintis, Jumadi,
Rianto & Rekan” (member firm of PricewaterhouseCoopers Global Network) as stated in its report dated 18 February 2025, with opinion that “The Consolidated Financial
Statements present fairly, in all material respects, the consolidated financial position of the Group as of 31 December 2024, and its consolidated financial performance
and its consolidated cash flows for the year then ended, in accordance with Indonesian Financial Accounting Standards”;
3. Ratified the Supervisory Duties Report of the Board of Commissioners and Sharia Supervisory Board of the Company for the financial year ended on 31 December 2024;
and
4. Granted the acquit and discharge (“volledig acquit et décharge”) to the members of the Board of Commissioners, the Board of Directors and Sharia Supervisory Board of
the Company for the management and supervision performed in the financial year 2024 provided the management and supervision actions are reflected in the Company’s
Annual Report for the Financial Year ended on 31 December 2024.
2nd Agenda:
Determination on the Use of the Company’s Profit for the Financial Year Ended on 31 December 2024.
Voting Result:
Total Majority Votes: 23,875,505,040 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,134,440 shares (99.8392%) 400 shares (0.0001%) 38,370,600 shares (0.1607%)
Resolutions:
Approved the appropriation of the Net Profit of the Company (the Company only) for the Financial Year ended on 31 December 2024 of Rp6,525,665,641,690 (the “Company’s
Net Profit for the Financial Year 2024”), as follows:
1. To be distributed as final cash dividends at a maximum of 60% of the Company’s Net Profit for the Financial Year 2024 or a maximum of Rp3,915,399,385,014 (gross), with
the following schedules:
1. Announcement of Schedule and Procedures for Dividend Distribution : 14 April 2025
2. Cum Dividend - Regular and Negotiation Market : 23 April 2025
3. Ex-Dividend - Regular and Negotiation Market : 24 April 2025
4. Cum Dividend - Cash Market : 25 April 2025
5. Recording date for eligible shareholders : 25 April 2025
6. Ex-Dividend in Cash Market : 28 April 2025
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7. Dividend Distribution for the Financial Year 2024 : 14 May 2025
and granted the delegation of authority to the BOD for determining the distribution procedures of cash dividends with regard to the prevailing provisions in the Capital
Markets sector;
2. Not set aside any reserve, considering the minimum statutory reserve as required in Article 70 of the Company Law No. 40 of 2007 (the “Company Law”) has been
complied;
3. To record the remaining Company’s Net Profit for the Financial Year 2024, after deducted with dividend payments, amounted to Rp2,610,266,256,676 as the retained
earnings to finance the Company’s business activities.
3rd Agenda:
Appointment of Public Accountant and Public Accounting Firm for the Financial Year 2025 and Determination of the Honorarium and Other Requirements related to the
Appointment.
Voting Result:
Total Majority Votes: 23,875,505,040 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,128,740 shares (99.8392%) 400 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
1. Approved the appointment of JIMMY PANGESTU and Public Accounting Firm of “RINTIS, JUMADI, RIANTO & REKAN” (firm member of PricewaterhouseCoopers Global
Network) which are listed in Financial Services Authority (Otoritas Jasa Keuangan), as a Public Accountant and the Public Accounting Firm, respectively or the appointment
of other Public Accountant from the same Public Accounting Firm, in the event he is permanently unable to audit the Company’s Consolidated Financial Statements for
the Financial Year 2025;
2. Approved the honorarium for Public Accounting Firm to audit the Company’s 2025 Consolidated Financial Statements amounted to Rp10,263,768,320 (excluded VAT,
OPE);
3. Approved the delegation of authority to the Company’s Board of Commissioners to appoint other Public Accountant and Public Accounting Firm, in the event of the
appointed Public Accountant and/or Public Accounting Firm is unable to complete the audit services or is permanently unable to audit the Company's Consolidated
Financial Statements for the Financial Year 2025.
For the said delegation of authority, the following terms shall apply:
a. other Public Accounting Firm who is appointed by the Company’s Board of Commissioners must be one of the big four Public Accounting Firms in Indonesia;
b. the appointment shall be based on the Company’s Audit Committee recommendation;
c. the honorarium amounts and other appointment terms for other Public Accounting Firm shall be determined competitively and reasonably;
d. no objection from in Financial Services Authority (Otoritas Jasa Keuangan); and
e. the appointment shall be not against the applicable laws and regulations;
4. Approved the delegation of authority to the Company’s Board of Directors to carry out matters deemed necessary in relation to the appointment of the Public Accountant
and Public Accounting Firm, including but not limited to organizing meetings and signing the appointment letter for the Public Accountant and Public Accounting Firm.
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4th Agenda:
Reappointment of Vera Handajani as Commissioner of the Company.
Voting Result:
Total Majority Votes: 23,862,036,316 shares or 99.9436% (Agree)
Agree Against Abstain/No Votes#
23,823,660,016 shares (99.7829%) 13,469,124 shares (0.0564%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of VERA HANDAJANI as Commissioner of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd
(third) Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in
Article 119 of the Company Law.
5th Agenda:
Reappointment of Lani Darmawan as President Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of LANI DARMAWAN as President Director of the Company, with effective term of office since the close of the Meeting until the closing of the
3rd (third) Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated
in Article 105 of the Company Law.
6th Agenda:
Reappointment of John Simon as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of JOHN SIMON as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third) Annual
GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article 105 of
the Company Law.
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7th Agenda:
Reappointment of Lee Kai Kwong as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of LEE KAI KWONG as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third)
Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article
105 of the Company Law.
8th Agenda:
Reappointment of Rusly Johannes as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of RUSLY JOHANNES as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third)
Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article
105 of the Company Law.
9th Agenda:
Reappointment of Joni Raini as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of JONI RAINI as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third) Annual
GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article 105 of
the Company Law.
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10th Agenda:
Reappointment of Henky Sulistyo as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of HENKY SULISTYO as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third)
Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article
105 of the Company Law.
11th Agenda:
Reappointment of Noviady Wahyudi as Director of the Company.
Voting Result:
Total Majority Votes: 23,875,500,140 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,123,840 shares (99.8391%) 5,300 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
Approved the reappointment of NOVIADY WAHYUDI as Director of the Company, with effective term of office since the close of the Meeting until the closing of the 3rd (third)
Annual GMS after the effective date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article
105 of the Company Law.
12th Agenda:
Approval to Change the Company’s Board of Directors Composition.
Voting Result:
Total Majority Votes: 23,875,477,040 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,100,740 shares (99.8391%) 28,400 shares (0.0002%) 38,376,300 shares (0.1607%)
Resolutions:
1. Accepting the proposal resignation of TJIOE MEI TJUEN from her position as Director of the Company, effective since the closing of the Meeting.
2. Appointing RICO USTHAVIA FRANS as Director of the Company with effective term of office since the closure of the Meeting which appoints him and upon obtaining the
OJK approval and/or fulfilled of the requirements as determined in the OJK approval letter (the “Effective Date”) until the closing of the 3rd (third) Annual GMS after the
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Effective Date of the appointment without prejudicing the rights of the GMS to dismiss at any time in accordance with the provision as stated in Article 105 of the Company
Law.
In terms of OJK does not approve the appointment or the requirements as determined by OJK are not fulfilled, then the appointments will be null and void without
requiring a GMS approval. Accordingly, the composition of the Company’s Board of Directors, shall be as follows:
BOARD OF DIRECTORS
President Director : Lani Darmawan
Director : Lee Kai Kwong
Director : John Simon
Director concurrently Compliance Director : Fransiska Oei
Director : Pandji P. Djajanegara
Director : Henky Sulistyo
Director : Joni Raini
Director : Rusly Johannes
Director : Noviady Wahyudi
Director : Rico Usthavia Frans *
* Effective since the closure of the Meeting which appoints him and upon obtaining the OJK approval and/or fulfilled of the requirements as determined in the OJK approval.
3. Approved the delegation of authority with substitution right to the Company’s BOD, to restate the resolution regarding the Change to BOD Composition of the Company
in the notary deed and to report to the authorities, and with due regard to the foregoing, to perform any acts necessary in accordance with the laws and regulations.
13th Agenda:
Determination on Salary or Honorarium and Other Allowances for the Board of Commissioners and Sharia Supervisory Board of the Company as well as Salary, Allowances
and Tantiem/Bonus for the Board of Director of the Company.
Voting Result:
Total Majority Votes: 23,732,701,219 shares or 99.4019% (Agree)
Agree Against Abstain/No Votes#
23,694,324,919 shares (99.2411%) 142,804,221 shares (0.5981%) 38,376,300 shares (0.1607%)
Resolutions:
1. Approved and determine the amount of salary or honorarium and other allowances for the Board of Commissioners in the financial year 2025 maximum of
Rp33,383,000,000 (gross), and grant the delegation of authority to the Company’s President Commissioner to determine the amounts of salary or honorarium and other
allowances for each member of the Company’s BOC, by considering the Nomination and Remuneration Committee recommendation (“NRC”);
2. Approved and determine the amount of salary or honorarium and other allowances for Sharia Supervisory Board in the financial year 2025 maximum of Rp3,069,000,000
(gross), and approve the delegation of authority to the Company’s President Commissioner to determine the amounts of salary or honorarium and other allowances for
each member of the Company’s Sharia Supervisory Board, by considering the NRC recommendation;
All members of the Board of Commissioners (including Independent Commissioners) and Sharia Supervisory Board do not receive any tantiem/bonus;
3. Approved the total amount of tantiem/bonus for the financial year of 2024 which will be paid in 2025 for the Company’s Board of Directors, maximum of Rp91,828,000,000
(gross), including the provision of variable remuneration in the form of share or share-based instrument issued by the Company, and approve the delegation of authority
to the Company’s Board of Commissioner to determine the amounts of tantiem/bonus for each member of the Company’s Board of Directors, with regard to the NRC
recommendation;
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The provision of variable remuneration in the form of share or share-based instrument is in accordance with OJK Regulation No. 45/POJK.03/2015 regarding the
Implementation of Governance in Granting Remuneration for Commercial Banks (“POJK No. 45/2015”) and the Company’s Policy;
4. Approved use of the share from the buyback of the Company's shares totaling maximum at 202,000 shares to provide variable remuneration to the members of
Management who are classified as the Company's Material Risk Takers (MRT) and will be paid in 2026 and 2027 in accordance with POJK No. 45/2015; and
Approved the delegation of authority to the Company’s Board of Commissioner to determine the amounts of salary, holiday allowances and other allowances for each member
of the Company’s Board of Directors for the financial year 2025, and determine the terms and conditions for granting variable remuneration to the members of Management
who are classified as the Company’s Material Risk Takers (MRT), with regards to the NRC recommendation.
14th Agenda:
Approval on Update of the Recovery Plan of the Company.
Voting Result:
Total Majority Votes: 23,875,501,940 shares or 99.9999% (Agree)
Agree Against Abstain/No Votes#
23,837,125,640 shares (99.8392%) 3,500 shares (0.0001%) 38,376,300 shares (0.1607%)
Resolutions:
1. Approved the update of Recovery Plan that has been submitted by the Company to OJK on 28 November 2024; and
2. Approved the delegation of authority to the Company’s Board of Commissioners and Board of Directors to take any and all necessary actions in relation to the Company's
updated Recovery Plan, respectively with regard to the POJK No. 5 Year 2024 regarding Supervisory Status Determination and Problem Handling of Commercial Banks, as
well as the other related regulations.
15th Agenda:
Approval of the Company's Share Buyback and Transfer Plan.
Voting Result:
Total Majority Votes: 23,739,602,119 shares or 99.4308% (Agree)
Agree Against Abstain/No Votes#
23,701,231,519 shares (99.2701%) 135,903,321 shares (0.5692%) 38,370,600 shares (0.1607%)
Resolutions:
1. Approved the Company's shares buyback from public shareholders, a maximum of 202,000 shares at a cost of a maximum of Rp450,000,000 (including transaction and
taxes costs) with regard to the prevailing regulations, with period of the implementation of the Company's share buyback will be completed no later than 12 (twelve)
months after 14 April 2025 (the GMS approving the share buyback).
2. Approved the transfer of shares resulting from share buyback through the distribution of variable remuneration in the form of shares or share-based instruments issued
by the Company to parties categorized as the Company's MRT for a maximum of 3 (three) years after completion of the share buyback.
3. Approved the delegation of authority to the Board of Directors of the Company to conduct the Share Buyback in accordance with the prevailing regulations.
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16th Agenda:
Other
(this agenda items do not require Meeting approval)
a. Report of the Sustainable Finance Action Plan (RAKB) of the Company.
The Company reports to the Meeting, regarding RAKB of 2024 consists of realization of 2024 action plan of the Company and action plans that will be implemented by the
Company in 2025, which covers:
a. development of sustainable finance products and/or portfolio;
b. capacity building programs;
c. internal adjustments; and
d. sustainable Corporate Social Responsibility programs.
In accordance with POJK No. 51/POJK.03/2017 on the Implementation of Sustainable Finance for Financial Services Institutions, Issuers, and Public Companies, the
Company reported to the Meeting that the realization of RAKB 2024 and RAKB 2025 had been submitted by the Company to OJK Bank Supervisor on 22 November 2024.
b. Accountability report on the use of fund proceeds:
- Shelf Registration Sukuk Mudharabah I Phase II Year 2019 Series C;
- Shelf-Registration Bonds III Phase I year 2019 Series C; and
- Shelf-Registration Subordinated Bonds I Phase I Year 2019
The Company reported to the Meeting the accountability report on the use of proceeds from the Bonds/Sukuk had been reported by the Company to the Capital Markets
OJK with a copy to the BEI and OJK Bank Supervisory, respectively via letter No. 001/DIR/I/2020 dated 8 January 2020.
As for the position of 31 December 2024, the funds obtained from each Bond/Sukuk are:
- Shelf Registration Sukuk Mudharabah I Phase II Year 2019 Series C amounting to Rp481,000,000,000;
- Shelf-Registration Bonds III Phase I year 2019 Series C amounting to Rp83,000,000,000; and
- Shelf-Registration Subordinated Bonds I Phase I Year 2019 amounting to Rp429,000,000,000,
has been fully used in accordance with the plan as disclosed in the respective Prospectus.
c. Report on the End of Tenure and Re-appoinment of Audit Committee Member of the Company
With regard to:
1) The Company’s Audit Committee Charter; and
2) Recommendation of Nomination & Remuneration Committee No. 005/NomRem/KP/III/2025 dated 10 March 2025 that has been approved based on BOC Circular
Resolution No. 013/DEKOM/KP/III/2025 dated 12 March 2025 and BOD Circular Resolution No. 001/SIR/DIR/III/2025 dated 12 March 2025,
Reappointment of the Company's Audit Committee member, namely Ms. Angelique Dewi Daryanto, as the Company's Audit Committee Member, with a tenure 2025-2028.
Following the reappointment mentioned above, there is no change in the composition of the membership. The composition of the Company's Audit Committee Member
is as follows:
1) Dody Budi Waluyo, as Chairman concurrently as Member;
2) Glenn Muhammad Surya Yusuf, as Member;
3) Endang Kussulanjari S, as Member; and
4) Angelique Dewi Daryanto, as Member.
All those Audit Committe members have a tenure that commencing from the closing of the Meeting until the closing of the 3rd (third) AGMS after the reappointment of
those members and the appointment of such new member without prejudicing the rights of the Company’s BOC to dismiss at any time.
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d. Report on the Realization of the Transfer of the Company's Share Buyback.
The Company reported to the Meeting regarding the Realization of the Transfer of Buyback Shares of the Company, which is the transfer of shares from the shares’ buyback
approved at the Annual GMS on 3 April 2024, there were no transferred shares resulting from the Buyback.
Note - Abstain/No Votes#
#) In accordance with the provisions of the Article 13 paragraph 13.4 the Company’ AOA: “the Shareholder of the shares with valid voting rights who attends the General Meeting of
Shareholders but abstain (not casting a vote) shall be considered of casting the same vote with the majority votes of the shareholders who were casting their votes. Hence, the
shareholder who is casting the vote as mentioned above shall comply with and respect the resolutions adopted for the respective General Meeting of Shareholders agenda”.
This Announcement of Summary Minutes of the Meeting is among others to comply with the provisions of Article 51 and Article 52 of OJK Regulation No. 15/POJK.04/2020
regarding Plan and Implementation of General Meeting of Shareholders of Publicly-Held Companies.
Jakarta, 14 April 2025
Board of Directors
PT Bank CIMB Niaga Tbk
Address: Corporate Secretary, Graha CIMB Niaga 11th Floor, Jl. Jend. Sudirman Kav. 58, South Jakarta 12190
Phone. (+6221) 250 5252; Fax. (+6221) 252 6749; E-mail: Corporate.Secretary@cimbniaga.co.id; Website: www.cimbniaga.co.id
Names mentioned 26 people and organisations named in the text · linked when the evidence is strong
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Financial Services Authority
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org
Indonesia Stock Exchange
p.1
unresolved
person
PROF. DR. FATHURRAHMAN
p.2
unresolved
person
DR. YULIZAR DJAMALUDDIN
p.2
unresolved
person
SANREGO
· Director
p.2
unresolved
org
PT Bima Registra
p.2
unresolved
org
Rianto & Rekan
p.3 ×2
unresolved
—
Appointing RICO USTHAVIA FRANS
· Director
p.7 ×3
unresolved
org
Bank Supervisor
p.10
unresolved
person
Angelique Dewi Daryanto
p.10
unresolved
—
Dody Budi Waluyo
· Chairman
p.10
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
1277 ms
12 Sep 2026 22:52
no RUPS minutes content - likely misclassified