20250328_YOII_Pemanggilan RUPS_31872254_lamp3.pdf

2. Approval of the Appropriation of the Company’s net profits for the 2024
   Financial Year.
   Description:
   Based on the provisions of (i) Article 24 of the Company's Articles of Association
   regarding the use of net profit; and (ii) Article 71 of the Company Law (UUPT), which
   states that the use of net profit, including the determination of the amount allocated
   for reserves, shall be decided by the Meeting if the Company has a positive balance.
   Therefore, the Company proposes the above agenda item for approval in the Meeting.


3. Approval of the Appointment of a Public Accountant and/or Public Accounting
   Firm for the 2025 Financial Year.
   Description:
   Based on the Financial Services Authority Regulation Number 13/POJK.03/2017
   concerning the Use of Public Accountants and Public Accounting Firms in Financial
   Services Activities, as well as the Company's Articles of Association, the appointment
   and dismissal of a public accountant providing audit services for annual historical
   financial information must be decided in the General Meeting of Shareholders (GMS)
   by considering the recommendation of the Board of Commissioners.

   In the event that the GMS is unable to decide on the appointment of a public
   accountant, the GMS may delegate this authority to the Board of Commissioners,
   accompanied by an explanation regarding:
      1. The reason for the delegation of authority; and
      2. The criteria or limitations for the public accountant to be appointed.

   Therefore, the Company proposes the above agenda item for approval in the Meeting.

4. Determination of Remuneration for the Board of Directors and the Board of
   Commissioners for the 2025 Financial Year.
   Description:
   Based on (i) Article 96, paragraphs (1) and (2) in conjunction with Article 113 of the
   Company Law, and (ii) Article 11, paragraph (4), item e, Article 17, paragraph (15), and
   Article 20, paragraph (7) of the Company's Articles of Association, which stipulate that
   the remuneration, allowances, and other facilities (if any) for members of the Board of
   Directors and the Board of Commissioners are to be determined by the General
   Meeting of Shareholders (GMS). Therefore, the Company proposes the agenda item
   above to be discussed at the Meeting.


5. Report on the Utilization of proceeds from Initial Public Offering.
   Description:
   Referring to the Financial Services Authority Regulation No. 30/POJK.04/2015
   concerning the Report on the Utilization of proceeds from the Public Offering, it is
   stated that:

    1. The Public Company is required to account for the realization of the use of funds
       from the Public Offering in each Annual General Meeting of Shareholders (AGMS)
       until all funds from the Public Offering have been fully realized.
    2. The realization of the use of funds from the Public Offering must be included as
       one of the agenda items in the Annual General Meeting of Shareholders.

   Therefore, the Company proposes the agenda item above to be discussed at the
   Meeting.


Notes:

   1. The Company will not send a separate invitation to the Company’s Shareholders as
      this Invitation is deemed an official invitation under POJK 15/2020 and the Articles
      of Association of the Company, this Invitation is one of the official invitations for the
      Shareholders of the Company.

   2. Shareholders who are eligible to attend the Meeting are those whose names are
      registered in the Register of Shareholders of the Company and/or shareholders of
      the Company in the securities sub-account of PT Kustodian Sentral Efek Indonesia
      (KSEI) at the close of stock trading of the Company on Indonesia Stock Exchange
      (IDX) on 27 March 2025 ("Eligible Shareholders").


   3. Participation of the Eligible Shareholders in the Meeting may be carried out by the
      following mechanism:

         a. physically attend at the Meeting;
         b. attend     the     meeting      electronically through    the   eASY.KSEI
            (https://akses.ksei.co.id) application; or
         c. represented by other parties by granting a power of attorney electronically
            through the eASY.KSEI (https://akses.ksei.co.id) application or a granting
            power of attorney in written form.


   4. Electronic Meeting attendance procedure:
         a. Eligible Shareholders must first be registered in the KSEI's Securities
             Ownership Reference facility ("AKSes KSEI"). In the event that the
             Shareholder has not registered, please register through the website
             https://akses.ksei.co.id
         b. Shareholders may declare their attendance until no later than 28 April 2025
             at 12.00 pm (Western Indonesia Time Zone).
         c. For the Eligible Shareholders or Proxies below:
               I.   Eligible Shareholders who have not made an electronic attendance
                    declaration until the attendance declaration deadline;

           II.   Shareholders of the Company who have made an electronic
                 declaration of attendance but have not made a voting election until
                 the deadline for the declaration of attendance;
          III.   Individual Representatives and Independent Parties who have been
                 appointed by the Company, namely representatives of PT Adimitra
                 Jasa Korpora as the Company's Securities Administration Bureau who
                 have received power of attorney from Eligible Shareholders, but the
                 Eligible Shareholders concerned have not made voting choices until
                 the attendance declaration deadline;
          IV.    KSEI Participant/Intermediary (Custodian Bank or Securities
                 Company) who has received power of attorney from Eligible
                 Shareholders who have made voting choices through eASY.KSEI;
           must register their attendance electronically through eASY.KSEI on
           the date of the Meeting starting at 07:00 am until 09:00 pm (Western
           Indonesia Time Zone).

      d. Eligible Shareholders who have given a declaration of attendance or power of
         attorney to the Individual Representative or Independent Party and have
         determined the voting options for the Meeting Agenda in eASY.KSEI until the
         specified time limit, then the person concerned does not need to register
         attendance electronically in eASY.KSEI.
      e. Any delay or failure in the electronic registration process for any reason will
         result in the Eligible Shareholders or their Proxies being unable to attend the
         Meeting electronically, and their shareholdings will not be counted towards
         the attendance quorum.


5. Procedures for granting power of attorney electronically and in writing:
      a. Shareholders who have registered as AKSes KSEI users may grant their
         proxies electronically through eASY.KSEI by first logging into AKSes KSEI
         through the website https://akses.ksei.co.id. The period during which the
         Eligible Shareholders may declare their proxies and votes, make changes to
         the appointment of the Proxy and/or change the voting options for the
         Meeting Agenda, or revoke their proxies electronically is from the date of the
         invitation to the Meeting until no later than 28 April 2025 at 12.00 pm
         (Western Indonesia Time Zone), which is 1 (one) working day before the
         Meeting.
      b. In addition to granting power of attorney electronically, Eligible Shareholders
         may grant power of attorney in writing by using the Power of Attorney form
         which     can     be     downloaded      on     the     Company's       website
         (https://adbinsure.com/) and when completed must be submitted to the
         Company's Securities Administration Bureau PT Adimitra Jasa Korpora with
         the address Kirana Boutique Office Jl. Kirana Avenue III Blok F3 No. 5,
         Kelapa Gading, North Jakarta 14250, Phone (021) 29745222 Fax. (021)
         29289961, on every business day from the date of the invitation to the
         Meeting until no later than 24 April 2025 at 16.00 WIB.

      c. Eligible Shareholders who attend based on a Power of Attorney shall apply
         the provisions that members of the Board of Directors, Board of
         Commissioners and employees of the Company cannot act as proxies in the
         Meeting.

6. Observing the Meeting Proceedings via Webinar Broadcast:
     a. Shareholders or their proxies who have registered in the eASY.KSEI
         application no later than the deadline specified in point 4(b) may observe the
         ongoing Meeting proceedings via a Zoom webinar by accessing the eASY.KSEI
         menu, selecting the "Webinar Broadcast of the Meeting" submenu available
         on the AKSes KSEI facility (https://akses.ksei.co.id/).
     b. The Webinar Broadcast of the Meeting has a capacity limit of up to 500
         participants, with attendance determined on a first-come, first-served basis.
         Shareholders or their proxies who are unable to access the Meeting
         proceedings via the Webinar Broadcast shall still be considered validly
         present electronically, and their share ownership and voting choices will be
         duly counted in the Meeting, provided they have registered in the eASY.KSEI
         application in accordance with the provisions of point 4.
     c. To ensure the best experience when using the eASY.KSEI application and/or
         the Webinar Broadcast of the Meeting, shareholders or their proxies are
         advised to use the Mozilla Firefox browser.

7. Registration guidelines, user’s guides, and further description of eASY.KSEI can be
   found on the websites https://easy.ksei.co.id and/or https://akses.ksei.co.id. If
   Shareholders require further information or encounter any difficulties in using the
   eASY.KSEI application, they may contact:
      • Email                 : helpdesk@ksei.co.id or pe@ksei.co.id
      • Phone                 : 021-5152855
      • Toll Free             : 0800-186-5734


8. Eligible Shareholders or their conventional proxies who will physically attend the
   Meeting shall be required to submit a copy of their Identity Card or other valid
   identification to the registration officer before entering the Meeting room. Legal
   Entities Shareholders must bring with them copies of its Articles of Association and
   deeds of appointment of the latest members of the Board of Directors and the Board
   of Commissioners or their board of management thereof and effective in accordance
   with applicable regulations. As for shareholders in KSEI collective custody will be
   required to present the Written Confirmation for GMS ("KTUR") to the registration
   officer before entering the Meeting room. In the event that the Shareholders are
   unable to present the KTUR, the Shareholders may still attend the Meeting to the
   extent their name are recorded in the Shareholders Register and bring a verified
   identity in accordance with applicable regulations

9. The Company has provided materials related to the Agenda of the Meeting and can
   be downloaded through the Company's website https://adbinsure.com/ from the
   date of the Invitation until the date of the Meeting.


10. In order to facilitate the arrangement and for the order of the Meeting, Shareholders
    or their proxies who are physically present are respectfully requested to have arrived
    at the place of the Meeting no later than 30 (thirty) minutes before the Meeting
    commences.




                           Jakarta, 28 March 2025
                     PT ASURANSI DIGITAL BERSAMA TBK
                             Board of Directors