20250310_TOWR_Pengumuman RUPS_31867989_lamp4.pdf

This Disclosure of Information is important to be read and considered by the Company's
shareholders to make a decision regarding the Company's plan to conduct the PMHMETD
mentioned above which will be requested for approval at the Extraordinary General Meeting
of Shareholders of the Company which will be held on April 23, 2025 ("EGMS").

If you have any difficulty in understanding the information contained in this Disclosure of
Information or are in doubt about making decisions, you should consult with a securities
broker, investment manager, legal advisor, public accountant, or other professional advisor.


All information contained in this Disclosure of Information is only a proposal, which is subject
to the approval of the EGMS, Effective Statement from Otoritas Jasa Keuangan and the
prospectus to be issued in the framework of PMHMETD.


                  This Disclosure of Information is published on March 10, 2025

                                         INTRODUCTION


The Company was established pursuant to Deed of Establishment No. 31, dated June 2, 2008, made
before Dr. Irawan Soerodjo, S.H., MSi., at that time a Notary in Jakarta, which has been approved by
the Minister of Law and Human Rights under Decree No. AHU-37840.AH.01.01.Year 2008, dated July
2, 2008, and announced in the State Gazette of the Republic of Indonesia No. 66, dated August 19,
2014, Supplement No. 44511, and began commercial operations on July 2, 2008.

                            DESCRIPTION OF THE PMHMETD PLAN

A.   PMHMETD PLAN

In this PMHMETD, the Company plans to issue at maximum size of 15,000,000,000 (fifteen billion)
new shares at an offering price which will be determined and announced later in the PMHMETD
prospectus (“Pre-Emptive Rights”) and all payment of shares will be conducted with cash.

The PMHMETD will be carried out with due observance to the applicable laws of Indonesia. The new
shares to be issued in the PMHMETD will be listed on the Indonesian Stock Exchange and will have
the same and equal rights in all respect with all of the Company's previously issued shares.

B.   INDICATIVE PERIOD OF PRE-EMPTIVE RIGHTS

The implementation of the capital increase is carried out through PMHMETD and the submission of
PMHMETD registration statement will be carried out after obtaining the approval of the Company’s
EGMS. In accordance with the provisions of POJK No. 32/2015 and with due observance of other
applicable laws and regulations (if any), the implementation of PMHMETD must be carried out no
later than 12 (twelve) months after the date of EGMS approval.

The implementation of PMHMETD will depend on and be subject to and will be carried out if it has
obtained the approval of the Company's EGMS and obtained an effective statement from OJK on the




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PMHMETD registration statement which will be submitted by the Company with reference to the
prevailing laws and regulations in the field of Capital Markets in Indonesia.

C.   INDICATIVE USE OF PROCEEDS

The Company plans to use the funds from the PMHMETD, after deducting the issuance costs, for loan
repayment and/or for working capital purposes of the Company, PT Profesional Telekomunikasi
Indonesia, a 99% owned subsidiary of the Company ("Protelindo") and/or its subsidiaries. The loans
of the Company, Protelindo and/or its subsidiaries that will be repaid will be determined later. The
use of proceeds for Protelindo and/or its subsidiaries may be downstreamed by the Company to
Protelindo and/or its subsidiaries through an intercompany loan between the Company and
Protelindo and/or its subsidiaries or through increase of paid-up capital of Protelindo and/or its
subsidiaires by the Company and or Protelindo which will be implemented in accordance with OJK
Regulation No. 42/POJK.04/2020 on Affiliated Transactions and Conflict of Interest Transactions.
Final and detailed information regarding the use of funds will be disclosed in the prospectus issued
in connection with the PMHMETD which will be provided to the eligible shareholders in due time, in
accordance with the prevailing laws and regulations in the field of Capital Market in Indonesia.
D.   ANALYSIS OF THE EFFECT OF CAPITAL INCREASE ON THE COMPANY'S FINANCIAL
     CONDITION

The Company predicts that the PMHMETD plan will strengthen the Company's capital structure,
which should have a positive impact towards the financial condition of the Company.

E.   RISKS OR CONSEQUENCES OF PMHEMTD EXERCISE TOWARDS THE
     SHAREHOLDERS

In the event that the Company's shareholders do not exercise their Pre-Emptive Rights in the
PMHMETD plan, the Company's shareholders' ownership will be diluted in an amount of a maximum
of 23.06% (twenty three point zero six percent).
F.    COMPLIANCE WITH APPLICABLE CAPITAL MARKET REGULATIONS

PMHMETD will be implemented in accordance with POJK No. 32/2015. Therefore, the Company must
have obtained the approval of the EGMS which will be held on April 23, 2025 or another date
determined in accordance with applicable regulations. Then the Company will submit a Registration
Statement and supporting documents to OJK and the Registration Statement must have obtained an
effective statement from OJK before the PMHMETD is implemented, provided that the period
between the date of approval of the EGMS until the effectiveness of the Registration Statement is not
more than 12 (twelve) months.

This Information Disclosure is carried out to fulfill the provisions of POJK No. 32/2015 and is
announced together with the EGMS Announcement through the Indonesia Stock Exchange website
www.idx.co.id, eASY.KSEI which can be accessed through the link https.//akses.ksei.co.id and the
Company's website www.ptsmn.co.id.




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                   EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

The Company has announced the plan to hold the EGMS through the Indonesia Stock Exchange’s
website, eASY.KSEI and the Company's website www.ptsmn.co.id on March 10, 2025 and the
invitation to the EGMS will be made on March 25, 2025 in the same media. Meanwhile, the List of
Shareholders containing the names of the Company's shareholders who are entitled to attend the
EGMS is the List of Shareholders of the Company and or securities sub-account holders at the closing
of stock trading on the stock exchange as of March 24, 2025. The EGMS will be held on April 23, 2025.

    If the PMHMETD does not obtain the approval of the EGMS, then the plan can only be
                    resubmitted 12 (twelve) months after the EGMS.

                                   ADDITIONAL INFORMATION

Shareholders who require additional information may contact the Company during business hours
at the address:

                                       Corporate Secretary
                             PT SARANA MENARA NUSANTARA TBK
                                            Branch Office
                                     Menara BCA, 53rd Floor
                                       Jl. M.H. Thamrin No. 1
                                    Jakarta 10310, Indonesia
                                      Tel. (62-21) 2358 5500
                                      Fax. (62-21) 2358 6446
                                   Website: www.ptsmn.co.id
                              Email: investor.relations@ptsmn.co.id




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