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20260629_CARS_Ringkasan Risalah//Risalah RUPS_32105232_lamp4.pdf
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PT INDUSTRI DAN PERDAGANGAN BINTRACO DHARMA Tbk
abbreviated PT BINTRACO DHARMA Tbk
ANNOUNCEMENT OF THE SUMMARY OF THE MINUTES OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
In accordance with Financial Services Authority Regulation No. 15/POJK.04/2020 concerning
planning and holding General Meeting of Shareholders of Public Limited Company (“POJK
15/2020”) and Financial Services Authority Regulation POJK number 14 of 2025 regarding the
Implementation of the Online (Electronic) General Meeting of Shareholders, General Meeting of
Bondholders, and General Meeting of Islamic Bondholders (“POJK 14/2025”), the Board of
Directors of PT Bintraco Dharma Tbk ("Company") announce that on 25 June 2026, the
Company held the Annual General Meeting of Shareholders ("Meeting"), with the following
summary of the minutes of Meeting:
A. Date, time, and venue of the Meeting:
Day and Date : Thursday, 25 June 2026
Time : 10.16 a.m until 11.13 a.m
Western Indonesian Time
Venue : Veranda Hotel Pakubuwono, Mahogany Room, 1st Floor
Jl. Kyai Maja No.63, Kramat Pela, Kebayoran Baru,
Jakarta Selatan 12130
Electronic Attendance : Using the Electronic General Meeting System KSEI
(“eASY.KSEI”) facility
B. Agenda of the Meeting:
1. Approval of the 2025 Annual Report, including ratification of the Board of
Commissioners Supervision Report, and ratification of the Consolidated Financial
Statements of the Company for Financial Year 2025.
2. Determination on the appropriation of the Company’s net/ loss profit for Financial Year
2025.
3. Change of composition of members of the Board of Commisioners and the Board of
Directors of the Company.
4. Determination on the salary and benefit of the Board of Directors and determination on
the honorarium and/ or benefit of the Board of Commissioners of the Company.
5. Appointment of the Public Accountant Firm to conduct an audit of the Company’s
Financial Statements for Financial Year 2026.
6. Change of the Company’s Domicile and Address.
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C. Members of the Board of Commissioners and the Board of Directors who
attended at the Meeting:
BOARD OF COMMISSIONERS:
President Commissioner : Paulus Totok Lusida
Independent Commissioner : Darmawan Widjaja
Independent Commissioner : Himawan Gunadi
BOARD OF DIRECTORS:
President Director : Benny Redjo Setyono
Director : Hartono Dinata
D. The Shareholders Attendance Quorum:
The number of shares of the Company with valid voting rights were present or represented
at the Meeting 11.135.602.835 shares or approximately 74,2374% of the total shares
issued by the Company.
E. To Shareholders who attended the Meeting were given the opportunity to raise questions
and/ or give opinions related to the agenda of the Meeting.
There were 2 (two) Shareholders/their proxies at the Meeting who raised questions and/or
give opinions.
F. Mechanisms of resolutions adoption in the Meeting related to the agenda of the
Meeting are as follows:
• Resolutions is taken by deliberation;
• In the event that the resolution based on deliberation could not be reached, the
resolution will be taken by casting votes with regard to the quorum of attendance and
the quorum resolution of the Meeting;
• In the event the shareholders that are present and have legitimate voting right cast
abstain in the Meeting, such shareholder shall be considered to have casted its vote the
same similar to the majority votes.
G. Voting result of each agenda of the Meeting:
Total Agreed votes
Agenda Agreed Disagreed Abstained (Agreed +
Abstained)
First 11.135.587.835 15.000 11.135.602.835 vote
vote or ----------- vote or or 100%
approximately approximately
99,9999% 0,0001%
Second 11.135.587.835 15.000 vote or 11.135.602.835 vote
vote or ----------- approximately or 100%
approximately 0,0001%
99,9999%
Third 11.135.587.835 15.000 11.135.602.835 vote
vote or ----------- vote or or 100%
approximately approximately
99,9999% 0,0001%
Fourth 11.134.891.035 711.800 vote 11.135.602.835 vote
vote or ----------- or or 100 %
approximately approximately
99,9936% 0,0064%
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Fifth 11.135.587.835 15.000 11.135.602.835 vote
vote or ----------- vote or or 100%
approximately approximately
99,9999% 0,0001%
Sixth 11.135.587.835 15.000 11.135.602.835 vote
vote or ----------- vote or or 100%
approximately approximately
99,9999% 0,0001%
H. Resolutions of the Meeting:
FIRST MEETING AGENDA
1. Approve the Annual Report and ratify the Supervision Report of the Company's Board of
Commissioners and the Company's Consolidated Financial Statements for the 2025 Fiscal
Year ending on 31 December 2025 which have been audited by the Public Accounting Firm
named Aria Kanaka and Partners as contained in their report Number
00108/2.1011/AU.1/05/1013-5/1/III/2026 dated March 30, 2026 with rendering the opinion
of Fairly Without Modification.
2. Grant full release and discharge (volledig acquit et decharge) to all members of the Board of
Commissioners of the Company and the members of the Board of Directors of the Company
for their respected supervision and management actions taken during the Financial Year
2025, to the extent those actions are reflected in the Annual Report and Consolidated
Financial Statements and are not contrary to applicable laws, especially the Company's
Articles of Association and regulations from relevant authorities, and provided that these
actions do not give rise to disputes in the future related to business transactions or related
agreements.
SECOND MEETING AGENDA
Approve to allocate the entire consolidated net profit of the Company attributable to the parent
entity's owners amounting to IDR148,245,417,923 (one hundred forty eight billion two
hundred forty five million four hundred seventeen thousand nine hundred twenty
three Rupiah) as retained earnings. The Company does not set aside mandatory reserves
because up to now, the mandatory reserve fund of 20% (twenty percent) of the value of the
Company's Issued Capital/ Paid-up Capital has been fulfilled as stipulated in Article 70 paragraph
3 of the Company Law. The Company does not distribute dividend to the Company's Shareholders
due to the Company is still recovering losses from previous financial years.
THIRD MEETING AGENDA
1. To approve the appointment of the names below as the member of Board of Commissioners
and the Board of Directors of the Company:
BOARD OF COMMISSIONERS:
President Commissioners : Paulus Totok Lusida
Independent Commissioner : Darmawan Widjaja
Independent Commissioner : Himawan Gunadi
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BOARD OF DIRECTORS: President Director : Benny Redjo Setyono Director : Hartono Dinata Effective from the closing of this Meeting until the closing of the third Annual General Meeting of Shareholders of the Company. 2. Granted power of attorney to the Board of Directors of the Company with the right of substitution, to state the decision of Meeting Resolution regarding the appointment of the Board of Commissioners and the Board of Directors of the Company in separate notarial deed, and subsequently notify to the Minister of Law of the Republic of Indonesia and to take all necessary actions in connection therewith. FOURTH MEETING AGENDA 1. Approve to authorize the Company's Board of Commissioners who carry out the Nomination and Remuneration function to determine the salary and allowance of members of the Company's Board of Directors. 2. Approve to authorize the President Commissioner who carries out the Nomination and Remuneration function to determine the distribution of the honorarium between the members of the Board of Commissioners and the Board of Directors of the Company, which will take effect from July 1, 2026 until the closing of the Annual General Meeting of Shareholders for the Financial Year 2026 to be held in 2027. FIFTH MEETING AGENDA Granting authority to the Company's Board of Commissioners to: 1. Appoint one of the Public Accountant Firm in Indonesia affiliated with one of the international Public Accountant Firm and registered with the Financial Services Authority, along with a Public Accountant who will audit the Company's Consolidated Financial Statements for the 2026 Financial Year, because until this meeting is held, the process of selecting and determining the Public Accountant Firm is still ongoing; 2. Determine the amount of honorarium and other requirements in connection with the appointment of the Public Accountant Firm; and 3. Appoint another substitute Public Accountant Firm, which meets the criteria required above, in the event that the appointed Public Accountant Firm for any reason is unable to carry out its duties. SIXTH MEETING AGENDA 1. To approve and amend the Company’s registered office, which was originally located in South Tangerang, to be located in South Jakarta, so that Article 1, paragraph (1) of the Company’s Articles of Association shall henceforth read as follows:
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NAME AND REGISTERED OFFICE
Article 1
1. This limited liability company is named PT INDUSTRI DAN PERDAGANGAN
BINTRACO DHARMA Tbk, abbreviated as PT BINTRACO DHARMA Tbk
(hereinafter referred to as the “Company” in the Articles of Association), and is
domiciled and has its head office in South Jakarta.
2. To approve and amend the Company’s address in accordance with the change in the
Company’s registered office, such that the Company’s address shall henceforth be at
Gandaria 8 Office Tower, 29th Floor, Unit C, Jalan Sultan Iskandar Muda No. 8, Kebayoran
Lama Utara Sub-District, Kebayoran Lama District, South Jakarta City, Special Capital Region
of Jakarta, 12240;
3. To delegate authority and grant power of attorney with the right of substitution to the
Company’s Board of Directors to amend Article 1, paragraph (1) of the Company’s Articles of
Association regarding the Company’s Registered Office, including to change the Company’s
address on the Company’s linsences, in order to comply with the provisions of regulations on
business licensing applicable in the Republic of Indonesia;
4. To grant power of attorney with the right of substitution to the Company’s Board of Directors
to submit the results of the Sixth Agenda Item of this Meeting in a separate notarial deed,
including requesting approval of amendments to the Articles of Association and notifying the
relevant authorities of such changes to the Company’s data, including, but not limited to, the
Ministry of Law of the Republic of Indonesia; to make any amendments and/or additions of
any kind necessary to obtain approval of such amendments to the Articles of Association and
to ensure the acceptance of the notification of changes to the Company’s data; to file and
sign all applications and other documents; to select a registered office; and to take all
necessary actions, without exception.
South Jakarta, 25 June 2026
PT INDUSTRI DAN PERDAGANGAN BINTRACO DHARMA Tbk
abbreviated PT BINTRACO DHARMA Tbk
Board of Directors
Names mentioned 11 people and organisations named in the text · linked when the evidence is strong
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BINTRACO DHARMA Tbk
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Financial Services Authority
p.1 ×3
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Minister of Law
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Ministry of Law
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12 Sep 2026 22:01
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