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SUMMARY OF MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT BANK MAYBANK INDONESIA, Tbk. (the“Company”)
The Company has convened the Annual General Meeting of Shareholders (the “Meeting”) on:
Date : Friday, 11 April 2025
Time : 14.11 - 15.24 Western Indonesian Time
Place : Function Room, Sentral Senayan III lantai 28, Jl. Asia Afrika No. 8, Jakarta 10270
with the following results:
Meeting Attendance:
The Meeting was attended by:
The Board of Commissioners:
1. President Commissioner : Dato’ Khairussaleh Ramli
2. Commissioner : Edwin Gerungan
3. Commissioner : Datuk Lim Hong Tat
4. Commissioner : Dato’ Zulkiflee Abbas Abdul Hamid
5. Independent Commissioner : Achjar Iljas
6. Independent Commissioner : Hendar
7. Independent Commissioner : Putut Eko Bayuseno
8. Independent Commissioner : Marina R. Tusin
9. Independent Commissioner : Daniel James Rompas
The Board of Directors:
1. President Director : Steffano Ridwan
2. Director : Irvandi Ferizal
3. Director : Effendi
4. Director : Ricky Antariksa
5. Director : Bambang Andri Irawan
6. Director : Shaiful Adhli Yazid
7. Compliance Director : Yessika Effendi
8. Sharia Business Unit Director : Romy Hardiansyah
9. Director : Bianto Surodjo
Sharia Supervisory Board:
1. Chairman : M. Sa’ad Ih
2. Member : Sodikun
3. Member : Ahmad Satori
Shareholders or their proxies who attended the Meeting, based on list of shareholders as of 19 March 2025:
60,226,880,733 shares (79,0221%) from total 76,215,195,821 shares.
Legal Procedures:
1. The Meeting’s Plan had been informed to Indonesia Financial Services Authority (”FSA”/”OJK”) and Indonesia
Stock Exchange through the Company’s formal letter Number S.2025.043/MBI/DIR COMPLIANCE and Number
S.2025.044/MBI/DIR COMPLIANCE dated 25 February 2025;
2. The Meeting’s Announcement to the Shareholders had been published in Indonesia Stock Exchange’s website,
PT Kustodian Sentral Efek Indonesia’s website, and in the Company’s website www.maybank.co.id on 5 March
2025;
3. The Meeting’s Invitation to the Shareholders had been published in Indonesia Stock Exchange’s website, PT
Kustodian Sentral Efek Indonesia’s website, and in the Company’s website www.maybank.co.id on 20 March
2025. The Explanation of Meeting’s Agenda and Curricullum Vitae of members of the Company’s Board of
Commissioners and Board of Directors who will be re-appointed in the Meeting had been published in Indonesia
Stock Exchange’s website, PT Kustodian Sentral Efek Indonesia’s website, and in the Company’s website.
The Meeting was chaired by Dato’ Khairussaleh Ramli, the Company’s President Commissioner who was appointed
to chair the Meeting through the Board of Commissioners’ Circular Resolution dated 24 February 2025.
Meeting’s Agenda:
1. Approval on the Company’s Annual Report and Ratification of the Company’s Consolidated Financial
Statements for Financial Year ended on 31 December 2024.
2. Determination on the Utilization of the Company’s Net Profit for Financial Year ended on 31 December 2024.
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3. Appointment of Public Accountant and/or Public Accountant Firm to audit the Company’s Financial Statements
for Financial Year of 2025 and Determination on the Honorarium and other requirements related to the
appointment.
4. Determination on the Honorarium and/or Other Allowances for the Board of Commissioners for Financial Year
of 2025.
5. Authorization to the Board of Commissioners to determine:
• The Salary and/or Other Allowances for the members of the Board of Directors for Financial Year of 2025,
and
• The Honorarium and/or Other Allowances for the members of Sharia Supervisory Board for Financial Year
of 2025.
6. The Changes in the Composition of the Members of the Company’s management.
7. The Distribution of Duties and Authorities among the members of the Board of Directors.
8. Approval on the Update of the Company’s Recovery Plan, to fulfill Article 43 of Indonesia Financial Services
Authority Regulation Number 5 Year 2024
Execution of the Meeting:
- The principal Meeting Procedures, among others; the mechanism to raise questions, or convey opinion
including the decision-making mechanism were informed at the Meeting. The complete principal procedures
of the Meeting had been distributed to the shareholders before entering the Meeting room and also had been
published in the Company’s website www.maybank.co.id on 20 March 2025.
- In the end of each Agenda, the Chairman gave opportunities to shareholders/their proxies to raise
questions/convey opinion.
There were shareholders/shareholders' proxies who raised questions in the First and Fourth Agenda of the
Meeting.
The questions raised by shareholders/shareholders’ proxies have been answered by the Company's Board of
Directors in the Meeting. Details regarding the questions and the answers will be fully stated in the Minutes
of the Meeting.
- Decision’s making was done verbally and electronically for all Agendas in the Meeting.
- All Meeting Agendas were approved by majority vote, where decision making was carried out by voting.
- Details of the vote counts for each Meeting Agenda are set out in the explanation regarding the Meeting’s
Resolution below.
- Vote counts and vote validation in the Meeting were carried out by a Notary.
The Meeting’s Resolutions:
First Agenda:
- There were 2 shareholders and/or their proxies who raised questions/opinions;
- Shareholders and/or their proxies who declared blank vote, amounted 5,432,300 shares or 0.0090% of the
total shares who attended the Meeting;
- Shareholders and/or their proxies who declared disagree vote, amounted 818,083 shares or 0.0014% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,220,630,350 shares or 99.9896% of the total shares who attended
the Meeting.
In accordance with Article 12 paragraph (7) of the Company’s Articles of Association (”AoA”) and Article 47 of
OJK Regulation Number 15/POJK.04/2020, a blank vote is considered declared as the same vote with majority
votes, therefore the total of agree votes amounted 60,226,062,650 shares or 99.9986% of the total shares
who attended the Meeting.
Therefore Meeting with majority vote, amounted 60,226,062,650 shares (99.9986%) has approved the following
resolution:
1. Accept and approve the Annual Report of the Company for the Financial Year ended on 31 December 2024.
2. Ratify the Company's Consolidated Financial Statements dated 31 December 2024 and for the Financial
Year ended on 31 December 2024, which has been audited by the Public Accountant Firm of “Purwantono,
Sungkoro & Surja” (a member firm of Ernst & Young Global Limited) as stipulated in its report Number
00075/2.1032/AU.1/07/0703-2/1/II/2025 dated 20 February 2025 with audit opinion: “present fairly, in
all material respects”.
3. Ratify the Supervisory Report of the Board of Commissioners and the Sharia Supervisory Board of the
Company for the Financial Year ended on 31 December 2024.
4. Provide acquit and discharge (“acquit et décharge”) to the members of the Board of Directors and the
Board of Commissioners of the Company for the management and supervision performed in the Financial
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Year 2024, as long as the management and supervisory actions are reflected in the Company’s Annual
Report for the year ended on 31 December 2024, and not breach any prudent banking principles and not
included in the category of criminal offenses.
Second Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,300 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,433 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,433 shares (99.9998%) has approved the following
resolution:
1. Approve the use of Company’s Net Profit for Financial Year of 2024 which has been ratified in the First
Agenda of the meeting, a total amount of Rp1,115,963,322,571,- to be used as follows:
a. 40% or maximum Rp446,385,329,029,- will be distributed as Cash Dividend, or amounted Rp5,85691,-
per share;
b. The remaining 60% or Rp669,577,993,542,- will be set as Company’s “Retained Profit”.
2. Approve the distribution of cash dividend for Financial Year 2024 to be performed with the following
provisions:
a. Shareholders who have the rights to receive cash dividend of the Financial Year 2024 are the
shareholders whose names are registered in the Company’s Shareholders List dated 24 April 2025;
b. Cash Dividend will be paid on 9 May 2025;
c. The Board of Directors is granted with the authority to determine matters related to the
implementation of cash dividend payment, including but not limited to set the procedures of the
distribution of cash dividend and publish related disclosure according to prevailing stock exchange’s
regulations.
Third Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,000 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,733 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,733 shares (99.9998%) has approved the following
resolution:
1. Appoint “Yasir” and Public Accountant Firm “Purwantono, Sungkoro dan Surja (a member firm of Ernst &
Young Global Limited) as Public Accountant and Public Accountant Firm to audit the Financial Statements
of the Company for the Financial Year of 2025.
2. Approve the delegation of authority to the Board of Commissioners of the Company to determine the
amount of the honorarium in relation with the appointment of Public Accountant Firm, with conditions
which is considered good.
3. Delegate the authority to the Board of Commissioners and the Board of Directors of the Company to carry
out the matters related to the appointment of Public Accountant Firm, including to appoint other Public
Accountant and/or Public Accountant Firm, in the event that Public Accountant Firm “Purwantono,
Sungkoro dan Surja”, for whatever reason, could not finish its audit on the Company’s Financial
Statements for the Financial Year of 2025.
Fourth Agenda:
- There were shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 818,383 shares or 0.0014% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
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The shareholders who agreed amounted to 60,226,760,733 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,062,350 shares (99.9986%) has approved the following
resolution:
• Approve the delegation of authority to the President Commissioner to determine the Honorarium and/or
Other Allowances for the members of the Board of Commissioners for the Financial Year of 2025, by taking
into consideration the suggestion and recommendation from the Company’s Nomination and Remuneration
Committee. The amount of the Honorarium and/or Other Allowances for the members of the Board of
Commissioners will be included in the Annual Report for the Financial Year of 2025.
Fifth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,300 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,433 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,433 shares (99.9998%) has approved the following
resolution:
1. Determine the amount of the Bonus for the Board of Directors of the Company for Financial Year of 2024
amounted Rp27,701,900,000,- where the execution on the distribution, including the determination of
bonus amount of each member of the Board of Directors as well as the determination of variable
remuneration, shall be made in accordance with the recommendation from the Nomination and
Remuneration Committee of the Company with due regard to the prevailing regulations regarding the
Remuneration of the Board of Directors. The amount of the bonus for the Board of Directors will be
included in the Annual Report for the Financial Year of 2025.
2. Approve the delegation of authority to the Board of Commissioners to determine the amount of the Salary
and/or Other Allowances for the Board of Directors for Financial Year of 2025 by taking into consideration
the suggestion and recommendation from the Company’s Nomination and Remuneration Committee. The
amount of the Salary and/or Other Allowances for the Board of Directors will be included in the Annual
Report for the Financial Year of 2025.
3. Approve the delegation of authority to the Board of Commissioners to determine the Honorarium and/or
Other Allowances for the members of Syariah Supervisory Board for Financial Year of 2025 by taking into
consideration the suggestion and recommendation from the Company’s Nomination and Remuneration
Committee. The amount of the Honorarium and/or Other Allowances for the members of Syariah
Supervisory Board will be included in the Annual Report for the Financial Year of 2025.
Sixth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,000 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,733 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,733 shares (99.9998%) has approved the following
resolution:
1. Approve the termination of the term of office of Dato’ Khairussaleh Ramli as the Company’s President
Commissioner, Dato’ Zulkiflee Abbas Abdul Hamid as the Company’s Commissioner and Achjar Iljas as
the Company’s Independent Commissioner, whose term of office will be expired since the closing of the
Meeting. The Company hereby expresses its highest appreciation and thanks for the thoughts, hard work
and services of Dato’ Khairussaleh Ramli, Dato’ Zulkiflee Abbas Abdul Hamid and Mr. Achjar Iljas for the
progress of the Company, by providing acquit et de charge for their term of office since the closing of
this Meeting, will be given as long as it is reflected in the Company's Annual Report and Financial
Statements which have been ratified at the Company's Annual General Meeting of Shareholders for the
Financial Year of 2025.
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2. Approve the termination of the term of office of Bambang Andri Irawan as the Company’s Director,
whose term of office will be expired since the closing of the Meeting. The Company hereby expresses its
highest appreciation and thanks for the thoughts, hard work and services of Mr. Bambang Andri Irawan
for the progress of the Company, by providing acquit et de charge for his term of office since the closing
of this Meeting, will be given as long as it is reflected in the Company's Annual Report and Financial
Statements which have been ratified at the Company's Annual General Meeting of Shareholders for the
Financial Year of 2025.
3. Approve to reappoint Dato’ Khairussaleh Ramli as the Company’s President Commissioner and Dato’
Zulkiflee Abbas Abdul Hamid as the Company’s Commissioner for the term of office commencing on the
closing of the Meeting until the closing of the Company’s Annual General Meeting of Shareholders
(“AGMS”) year 2028.
4. Approve to reappoint Bambang Andri Irawan as the Company’s Director for the term of office
commencing on the closing of the Meeting until the closing of the Company’s AGMS year 2028.
5. Determine that since the closing of this Meeting, the composition of the Board of Commissioners, Board
of Directors and Sharia Supervisory Board of the Company is as follows:
The Board of Commissioners:
- Dato’ Khairussaleh Ramli as President Commissioner
- Edwin Gerungan as Commissioner
- Datuk Lim Hong Tat as Commissioner
- Dato’ Zulkiflee Abbas Abdul Hamid as Commissioner
- Hendar as Independent Commissioner
- Putut Eko Bayuseno as Independent Commissioner
- Marina R. Tusin as Independent Commissioner
- Daniel James Rompas as Independent Commissioner
The Board of Directors:
- Steffano Ridwan as President Director
- Irvandi Ferizal as Director
- Effendi as Director
- Widya Permana as Director
- Ricky Antariksa as Director
- Bambang Andri Irawan as Director
- Shaiful Adhli Yazid as Director
- Yessika Effendi as Compliance Director
- Romy Hardiansyah as Sharia Business Unit Director
- Bianto Surodjo as Director
Sharia Supervisory Board:
- M. Sa’ad Ih as Chairman
- Sodikun as Member
- Ahmad Satori as Member
6. Approve the delegation of the authority to the Board of Directors of the Company to restate and/or
reaffirm in a Notarial Deed (including to make an amendment and/or additional) in relation to the change
of the members of the Board of Commissioners, Board of Directors and Sharia Supervisory Board of the
Company and delegate the authority to the Board of Directors of the Company with the rights of
substitution to the Notary to file the registration, obtain the receipt of the notice or apply the approval
from the authorized institution; In brief to perform any other necessary actions in accordance with the
provisions in the Company’s Articles of Association and prevailing laws and regulations.
Seventh Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,000 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,733 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,733 shares (99.9998%) has approved the following
resolution:
• The distribution of duties and authorities among the members of the Board of Directors for the Financial
Year of 2025 will be determined by the Board of Directors through the Board of Directors’ Resolution.
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Eighth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 120,000 shares or 0.0002% of
the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,226,760,733 shares or 99.9998% of the total shares who attended
the Meeting.
Therefore Meeting with majority vote, amounted 60,226,760,733 shares (99.9998%) has approved the following
resolution:
1. Approve the update of the Company's Recovery Plan, in line with the document regarding the update of
the Company’s Recovery Plan which has been submitted by the Board of Directors of the Company to OJK
through its letters dated 29 November 2024, along with any further adjustments needed in line with OJK’s
evaluation, which have received approval from the Company's Board of Commissioners on 18 October 2024.
2. Delegate the Authority to the Company’s Board of Commissioners and/or the Board of Directors to perform
all necessary actions in implementing the Recovery Plan in accordance with the prevailing regulations.
Jakarta, 14 April 2025
PT Bank Maybank Indonesia, Tbk.
The Board of Directors
PT Bank Maybank Indonesia Tbk ● Sentral Senayan III Lantai 26 ● Jl. Asia Afrika No 8 Jakarta 10270, Indonesia
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Financial Services Authority
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PT Kustodian Sentral Efek Indonesia
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Young Global Limited
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