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20260626_SMDR_Ringkasan Risalah//Risalah RUPS_32105006_lamp3.pdf
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JESSY DARMAWAN, S.H., M.Kn. Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan Jakarta, 24 June 2026 No. :43/V1/2026 (English Version) To: Re. : Resume of the Annual General PT SAMUDERA INDONESIA Tbk. Meeting of Shareholders of Gedung Samudera Indonesia PT SAMUDERA INDONESIA Tbk. Jl. Letjen S. Parman Kav. 35 Slipi, Jakarta Barat Dear Sirs, I hereby submit the Resume of the Annual General Meeting of Shareholders (hereinafter referred as the “Meeting”) of PT SAMUDERA INDONESIA Tbk, domiciled in West Jakarta (hereinafter referred as the “Company”) which was held on: Day/date : Wednesday, 24 June 2026 Time : 10.35 WIB until 11.28 WIB Venue : Amanah Kirana Meeting Room, Gedung Samudera Kirana 2"4 Floor, Jalan Yos Sudarso Nomor 88, Sunter Jaya, North Jakarta 14350 Attendance Presence: -Board of Commissioners: 1. Mrs. Shanti Lasminingsih Poesposoetjipto President Attend the meeting Commissioner through video conference 2. Mr. Masli Mulia Commissioner Physically attend the meeting 3. Mr, Ken Narotama Hidayatullah Commissioner Physically attend the meeting 4. Mr, Amir Abadi Jusuf Commissioner Physically attend the meeting 5. Mr, Hoesen Independent Physically attend the Commissioner meeting 6. Mr. Anugerah Pekerti Independent Attend the meeting Commissioner through video conference -Board of Directors: 1. Mr. Bani Maulana Mulia President Director Physically attend the meeting 2. Mr. Ridwan Hamid Finance Director Physically attend the meeting 3. Mrs. Farida Helianti Sastrosatomo Compliance Director Physically attend the meeting Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021)7266707 (0818)141182 notaris@jessydarmawan.com
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JESSY DARMAWAN, S.H., M.Kn. Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan 4. Mrs. Tara Hidayat Human Capital Physically attend the Director meeting -Shareholders: 13,765,521,568 shares (84.06117375”0) of all issued and paid-up shares until the Meeting date, amounting to 16,375,600,000 shares. Meeting Events: IL AGENDA 1. Approval on the Board of Directors” Annual Report including the Supervisory Report of the Board of Commissioners for the financial year ended on 31 December 2025 and the Ratification of the Company's Financial Statements for the financial year ended on 31 December 2025. 2. Determination of utilization of the Company's income for the financial year ended on 31 December 2025. 3. Appointment of Public Accountant and/or Public Accounting Firm to audit the Company's Financial Statements for the financial year ended on 31 December 2026. 4. Determination of the remuneration and benefits of the members of Board of Directors, as well as the honorarium for the members of the Board of Commissioners. 5. Approval on the amendment of the Company's Articles of Association in order to fulfill the provisions of the Central Bureau of Statistics Regulation Number 7 of 2025 concerning Standard Classification of Indonesian Business (KBLI 2025). 6. Report on the Realization of the Use of Proceeds from the Continuous Public Offering of Samudera Indonesia Continuous Ijarah Sukuk I Phase II in 2025. II. FULFILLMENT OF LEGAL PROCEDURES FOR THE MEETING 1. Notification of the Meeting to the Otoritas Jasa Keuangan (“OJK”) through the Company Letter dated 07 May 2026, number SR.26.05.014/CS/SI. 2. Announcement of the Meeting to the Indonesia Stock Exchange website, eASY.KSEI website and the Company's website based on the Company Letter dated 18 May 2026, number SR.26.05.019/CS/SI. 3. The invitation of the Meeting to Indonesia Stock Exchange website, eASY.KSEI website and the Company's website based on the Company Letter dated 02 June 2026, number SR.26.06.20/CS/SI. YII. MEETING DECISION 1. First Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were phisically present or virtually present at the Meeting asked guestions and/or provided opinions. - Voting is done through direct voting and electronic voting (e-voting). - The results of the voting are as follows: Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021) 7266707 (0818)141182 notaris@jessydarmawan.com
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JESSY DARMAWAN, S.H., M.Kn. Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan a. Shareholders or their proxies who express disapproval are amounting to 969,100 shares or 0.00704000Yo of the total shares legally present at the Meeting. b. Shareholders or their proxies who express approval are amounting to 13,764,552,468 shares or as much as 99.99296000Y4 of the total shares legally present at the Meeting. - In accordance with Article 47 of POJK Number 15 of 2020, the abstention vote is considered as the same vote as the majority vote, therefore the total number of votes in favor is, 13,764,552,468 shares or 99.99296000”4 of the total valid shares present at the Meeting, approved the proposed resolutions of the First Agenda of the Meeting. -Meeting Decision for the First Agenda: 1. Accepted the Board of Directors' report on the course of the Company including the Board of Commissioners' supervisory report for the Financial Year ended 31 December 2025, 2. Ratify the Company's Consolidated Financial Statements for the Financial Year 2025 ended 31 December 2025, which have been audited by Purwanto Susanti & Surja Public Accounting Firm, a member firm of Ernst & Young Global Limited, as stated in the report No. 00350/2.1505/AU.1/06/1294-4/1/111/2026 dated 30 March 2026, expressing an ungualified opinion, 3. Approve the release and discharge of all responsibilities (acguit et de charge) to all members of the Company's Board of Directors and Board of Commissioners for the management and supervision carried out during the Financial Year 2025 ended 31 December 2025, insofar as such actions are reflected in the Company's Annual Report and Consolidated Financial Statements for the Financial Year ended 31 December 2025. 2. Second Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were phisically present or virtually present at the Meeting asked guestions and/or provided opinions. - Voting is done through direct voting and electronic voting (e-voting). - The results of the voting are as follows: a. Shareholders or their proxies who express disapproval are amounting to 5,170,655 shares or 0.0375620094 of the total shares legally present at the Meeting. b. Shareholders or their proxies who express approval are amounting to 13,760,350,913 shares or as much as 99.96243800Y6 of the total shares legally present at the Meeting. - In accordance with Article 47 of POJK Number 15 of 2020, the abstention vote is considered as the same vote as the majority vote, therefore the total number of votes in favor is, 13,760,350,913 shares or 99.96243800”4 of the total valid shares present at the Meeting, approved the proposed resolutions of the Second Agenda of the Meeting. -Meeting Decision for the Second Agenda: 1. Determine the use of business results obtained by the Company for the 2025 Financial Year, with the following details: a. Total Cash Dividends of IDR196,507,200,000 (one hundred ninety-six billion five hundred seven million two hundred thousand Rupiah) or with a dividend value per share of IDR12.00 (twelve Rupiah) consisting of and calculated as follows: Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021)7266707 (0818) 141182 notaris@jessydarmawan.com
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JESSY DARMAWAN, S.H., M.Kn, Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan — Interim Dividend of IDR40,939,000,000 (forty billion nine hundred and thirty-nine million Rupiah) or with a dividend value per share of IDR2.50 (two point five zero Rupiah) which was paid and distributed to the Shareholders of the Company on August 29, 2025 based on the Resolution Outside the Company's Board of Commissioners Meeting dated July 29, 2025: and — The remainder as Final Dividend amounting to IDR155,568,200,000 (one hundred fifty-five billion five hundred sixty-eight million two hundred thousand Rupiah) or with a dividend value per share of IDR9.50 (nine point five zero Rupiah) which will be paid in accordance with applicable regulations. b. To record the remaining net profit of the Financial Year 2025 as retained earnings to be used for working capital and investment, c. The Company does not set aside funds for mandatory reserves, because it has fulfilled the minimum mandatory reserve reguirements as stipulated in the Law of the Republic of Indonesia Number 40 of 2007 concerning Limited Liability Companies, 2. Authorize and grant the Board of Directors a power of attorney with the right of substitution to further manage the distribution of final dividends for the Financial Year ended on 31 December 2025 in accordance with the applicable regulations. 3. Third Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were phisically present or virtually present at the Meeting asked guestions and/or provided opinions. - Voting is done through direct voting and electronic voting (e-voting). - The results of the voting are as follows: a. Shareholders or their proxies who express disapproval are amounting to 83,738,778 shares or 0.60832300Y4 of the total shares legally present at the Meeting. b. Shareholders or their proxies who express approval are amounting to 13,681,782,790 shares or as much as 99.39167700Y60 of the total shares legally present at the Meeting. - In accordance with Article 47 of POJK Number 15 of 2020, the abstention vote is considered as the same vote as the majority vote, the total number of votes in favor is, 13,681,782,790 shares or 99.39167700”4 of the total valid shares present at the Meeting, approved the proposed resolutions of the Third Agenda of the Meeting. -Meeting Decision for the Third Agenda: Delegating authority to the Company's Board of Commissioners to appoint a Public Accountant and/or Public Accounting Firm as well as determine the amount of audit professional services fees for the Financial Year 2026. 4. Fourth Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were phisically present or virtually present at the Meeting asked guestions and/or provided opinions. Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021) 7266707 (0818) 141182 notaris@jessydarmawan.com
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JESSY DARMAWAN, S.H., M.Kn. Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan - Voting is done through direct voting and electronic voting (e-voting). - The results of the voting are as follows: a. Shareholders or their proxies who express disapproval are amounting to 83,191,078 shares or 0.6043440094 of the total shares legally present at the Meeting. b. Shareholders or their proxies who express approval are amounting to 13,682,330,490 shares or as much as 99.39565600Y4 of the total shares legally present at the Meeting. - In accordance with Article 47 of POJK Number 15 of 2020, the abstention vote is considered as the same vote as the majority vote, therefore the total number of votes in favor is, 13,682,330,490 shares or 99.39565600”o of the total valid shares present at the Meeting, approved the proposed resolutions of the Fourth Agenda of the Meeting. -Meeting Decision for the Fourth Agenda: 1. Determining the honorarium of the Company's Board of Commissioners in 2026 at a maximum of IDR16,000,000,000 (sixteen billion Rupiah) before tax deduction, to be distributed among the members of the Company's Board of Commissioners, and to authorize the Board of Commissioners to determine the allocation among its members. 2. To authorize the Board of Commissioners to determine the remuneration, benefits, and honorarium of the Company's Directors for the Financial Year 2026. 5. Fifth Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were physically present or virtually present at the Meeting asked guestions and/or provided opinions. - Voting is done through direct voting and electronic voting (e-voting). - The results of the voting are as follows: a. Shareholders or their proxies who express disapproval are amounting to 437,355,883 shares or 3.1771840094 of the total shares legally present at the Meeting. b. Shareholders or their proxies who express approval are amounting to 13,328,165,685 shares or as much as 96.82281600”o of the total shares legally present at the Meeting. - In accordance with Article 47 of POJK Number 15 of 2020, the abstention vote is considered as the same vote as the majority vote, therefore the total number of votes in favor is, 13,328,165,685 shares or 96.82281600”o of the total valid shares present at the Meeting, approved the proposed resolutions of the Fifth Agenda of the Meeting. -Meeting Decision for the Fifth Agenda: 1. Approve the amendment to Article 3 of the Company's Articles of Association concerning Purposes and Objectives and Business Activities in order to conform and fulfill the reguirements and provisions of the Central Bureau of Statistics Regulation Number 7 of 2025 concerning the Standard Classification of Indonesian Business Fields (KBLI 2025), as follows: -Main Business Activities: a) Conduct Business in the field of Domestic Sea Transportation for General Goods (KBLI 2025 Number 50121), Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021)7266707 (0818)141182 notaris@jessydarmawan.com
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JESSY DARMAWAN, S.H., M.Kn. Notaris dan Pejabat Pembuat Akta Tanah (PPAT) Jakarta Selatan -Supporting Business Activities: b) Conduct Business in the field of Domestic Sea Transportation for Special Goods (KBLI 2025 Number 50122), c) Conduct Business in the field of Foreign Sea Transportation for General Goods (KBLI 2025 Number 50125), d) Conduct Business in the field of Foreign Sea Transportation for Special Goods (KBLI 2025 Number 50126). 2. Approve to grant a power of attorney to the Board of Directors with substitution rights, to take all actions in connection with the above-mentioned decisions, including but not limited to state it in a separate Notary Deed and submit it regarding amendments to the Company's Articles of Association to the Minister of Law and Human Rights of the Republic of Indonesia to obtain approval for amendments, and to take all actions deemed necessary to achieve these objectives. 6. Sixth Meeting Agenda: - The Meeting provides opportunity to the shareholders or their proxies who were physically present or virtually present to ask guestions and/or provide opinions related to the Meeting Agenda. - On the guestion and answer session, no shareholders or proxies both who were physically present or virtually present at the Meeting asked guestions and/or provided opinions. - The sixth Meeting Agenda is for reporting purposes only and, therefore, no approval is reguired and no voting will be done. The Minutes of the Meeting mentioned above are stated in the Deed dated 24 June 2026 under Number: 43, made by me, Notary. The copy of the Deed is currently still in the process of being completed at our office. Therefore, this resume is submitted before the issuance of a copy of the said Deed, which we will immediately send to the Company upon completion. Sincerely, Jalan Melawai VII No. 1 Kelurahan Melawai, Kecamatan Kebayoran Baru, Jakarta Selatan 12160 (021)7266707 (0818)141182 notaris@jessydarmawan.com
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JESSY DARMAWAN
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Shanti Lasminingsih Poesposoetjipto President Attend
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Indonesia Stock Exchange
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