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20250303_DOID_Ringkasan Risalah//Risalah RUPS_31865533_lamp2.pdf
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SUMMARY OF MINUTES
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT DELTA DUNIA MAKMUR TBK
In compliance with the Financial Services Authority Regulation No. 15/POJK.04/2020 concerning the Plan and Implementation of
General Meeting of Shareholders of Public Limited Company (“POJK 15”), the Board of Directors of PT DELTA DUNIA MAKMUR
TBK (the “Company”), domiciled in South Jakarta, hereby announces that the Company has convened its Extraordinary General
Meeting of Shareholders (“Meeting”) on Thursday, February 27, 2025 at Financial Hall, Graha CIMB Niaga Lt. 2, Jl. Jend. Sudirman
Kav 58, Jakarta Selatan (hereinafter collectively referred to as the “Meeting”), which were were carried out physically and
electronically through eASY.KSEI facility provided by PT Kustodian Sentral Efek Indonesia (“KSEI”).
A. The Meeting was convened from 2.12 pm to 2.51 pm Western Indonesian Time
I. Member of the Company’s Board of Commissioners and Board of Directors who were presence at the
Meeting:
Board of Commissioners:
- President Commissioner and
Independent Commissioners : Hamid Awaluddin
- Independent Commissioners : Peter John Chambers
Board of Directors:
- President Director : Ronald Sutardja
- Director : Dian Sofia Andyasuri
- Director : Iwan Fuad Salim
Invitees : Dian Paramita
II. Attendance Quorum at the Meeting
- That pursuant to article 27 paragraph (1) letter a of the Company’s Articles of Association, the Meeting is valid and can
be held if attended by shareholders/their proxies representing more than 2/3 (two-third) of the total number of shares
with valid voting rights issued by the Company for the first Meeting Agenda.
- That pursuant to article 24 paragraph (1) letter a of the Company’s Articles of Association, the Meeting is valid and can
be held if attended by shareholders/their proxies representing more than ½ (one-half) of the total number of shares with
valid voting rights issued by the Company for the second Meeting Agenda.
- That the Meeting was attended by shareholders/their proxies amounting to 6,295,290,268 shares which representing
84.55% of 7,445,956,132 shares constituting all shares with valid voting rights issued by the Company until the recording
date after deducting 205,051,000 shares from the shares buyback or treasury shares.
- That the attendance quorum for holding the Meeting has been complied with, and therefore the Meeting can be carried
on and is entitled to adopt a legal and binding resolutions.
III. The Opportunity to Raise Question or to Give Opinion
- That every shareholder/proxy who was physically or virtually present was given the opportunity to ask questions and/or
provide opinions related to each Meeting Agenda.
- That none of the shareholder/proxy asked questions and/or provided opinions related to all Meeting Agenda.
IV. The Resolution’s Mechanism Adopted in the Meeting
- Meeting resolutions are adopted based on deliberation for consensus. If deliberation for consensus is not reached, then
voting will be conducted.
- Voting is conducted by submitting voting cards for shareholders who are present at the Meeting and electronically (e-
Voting) through eASY.KSEI for shareholders who attend virtually.
- If there is no dissenting vote and no abstention, then the resolutions of the Meeting are deemed approved based on
deliberation to reach a consensus. If there are those who disagree or vote abstain, then the resolution is made through
voting.
- Based on the provisions of article 47 POJK 15 and article 24 paragraph (6) of the Company's Articles of Association,
abstain votes are considered to cast the same vote as the votes of the majority of shareholders who cast votes.
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V. The Meeting Agenda
1. Approval of the amendment to the Company's Articles of Association.
2. Approval of changes in the composition of the Company's Board of Directors and Board of Commissioners.
VI. The Meeting Resolutions
First Agenda
Number of question/opinion None
Voting Result Affirmative Abstain Non-Affirmative Total Affirmative
Vote
(Affirmative
+Abstain)
The Meeting is approved by 5,939,132,077 21,432,866 334,725,325 5,960,564,943
majority votes shares or 94.34% shares or 0.34% shares or 5.32% shares or 94.68%
of the total valid of the total valid of the total valid of the total valid
shares present shares present shares present shares present
at the Meeting. at the Meeting. at the Meeting. at the Meeting.
The Resolutions: 1. Approved the amendment to Article 1 paragraph (1) of the Company's
Articles of Association regarding the Name and Domicile of the Company,
thus hereinafter the name of the Company becomes PT BUMA
INTERNASIONAL GRUP Tbk subject to the approval of the Ministry of Law of
the Republic of Indonesia, including other name changes if required.
2. To grant authority and power with the right of substitution to the Board of
Directors of the Company, to take all necessary and/or required actions in
order to implement, validate and/or effective the amendment to Article 1
paragraph (1) of the Company's Articles of Association regarding the
Company's Name and Domicile as submitted and described by the Company
in this Meeting as well as the matters decided in the First Agenda of this
Meeting, including making adjustments to the Company's identity and logo,
to restate part or all of the resolutions in the First Agenda of this Meeting in
the form of a notarial deed, to appear before a notary, to submit and sign all
applications and other documents required in accordance with the prevailing
laws and regulations including to the Minister of Law of the Republic of
Indonesia in order to obtain approval for the amendments to the Company's
Articles of Association, and to take all necessary actions entirely without any
exception.
Second Agenda
Number of question/opinion None
Voting Result Affirmative Abstain Non-Affirmative Total Affirmative
Vote
(Affirmative
+Abstain)
The Meeting is approved by 5,939,132,077 21,432,866 334,725,325 5,960,564,943
majority votes shares or 94.34% shares or 0.34% shares or 5.32% shares or 94.68%
of the total valid of the total valid of the total valid of the total valid
shares present shares present shares present shares present
at the Meeting at the Meeting at the Meeting at the Meeting
The Resolutions:
1. Accepted and approved:
- the resignation of Mr. Peter John Chambers from his position as
Independent Commissioner of the Company, effective as of the closing
of this Meeting, and to release and discharge his responsibilities (acquit
et de charge) for all supervisory actions carried out during his tenure until
the effective date of his resignation, to the extent that such actions are
not contrary to applicable law and are reflected in the Company's Annual
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Report and Consolidated Financial Statements which obtain approval
from the Annual General Meeting of Shareholders for the financial year
ending on December 31, 2024;
- the resignation of Mrs. Dian Sofia Andyasuri from her position as Director
of the Company, which is effective as of the closing of the Meeting, and
to release and discharge her responsibilities (acquit et de charge) for all
management actions taken during her tenure until the effective date of
her resignation, as long as such actions are not contrary to applicable
law and are reflected in the Company's Annual Report and Consolidated
Financial Statements which obtain approval from the Annual General
Meeting of Shareholders for the financial year ending on December 31,
2024;
- the appointment of Mrs. Dian Sofia Andyasuri as Commissioner of the
Company as of the closing of the Meeting, with a term of office of 5 (five)
years, without prejudice to the right of the General Meeting of
Shareholders to dismiss her at any time; and
- the appointment of Mrs. Dian Paramita as Director of the Company as of
the closing of the Meeting, with a term of office of 3 (three) years, without
prejudice to the right of the General Meeting of Shareholders to dismiss
her at any time.
2. Approved the composition of the Company's Board of Commissioners as of
the closing of this Meeting as follows:
- Hamid Awaluddin as President Commissioner and concurrently
Independent Commissioner of the Company.
- Nurdin Zainal as Independent Commissioner of the Company.
- Ashish Gupta as Commissioner of the Company.
- Dian Sofia Andyasuri as Commissioner of the Company.
Provided that the term of office of Mr. Hamid Awaluddin, Mr. Nurdin Zainal
and Mr. Ashish Gupta until 2028 and the term of office of Mrs. Dian Sofia
Andyasuri until 2030 without prejudice to the right of the General Meeting of
Shareholders to dismiss them at any time.
3. Approved the composition of the Board of Directors of the Company since
the closing of this Meeting as follows:
- Ronald Sutardja as President Director of the Company.
- Iwan Fuad Salim as Director of the Company.
- Dian Paramita as Director of the Company.
Provided that the term of office of Mr. Ronald Sutardja is until 2026, the term
of office of Mr. Iwan Fuad Salim is until 2027 and the term of office of Mrs.
Dian Paramita is until 2028 without prejudice to the right of the General
Meeting of Shareholders to dismiss them at any time.
4. To grant authority and power with the right of substitution to the Board of
Directors of the Company to take all actions in connection with the changes
in the composition of the Board of Directors as mentioned above, including
but not limited to stating in a separate Notarial deed and notifying the
changes to the Ministry of Law of the Republic of Indonesia, as well as taking
any and all necessary actions in accordance with applicable laws and
regulations.
Jakarta, 27 February 2025
The Company’s Board of Directors
Names mentioned 14 people and organisations named in the text · linked when the evidence is strong
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Financial Services Authority
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PT Kustodian Sentral Efek Indonesia
p.1
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Ministry of Law
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Minister of Law
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