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20250109_FAPA_Ringkasan Risalah//Risalah RUPS_31844498_lamp4.pdf
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ANNOUNCEMENT OF MINUTES SUMMARY
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT FAP AGRI Tbk
(“PERSEROAN”)
The Board of Directors of PT FAP Agri Tbk (hereinafter referred to as the "Company") hereby notifies the Shareholders of the Company, that the Company has held an
Extraordinary General Meeting of Shareholders as follows:
A. Meeting Time and Place:
Day/Date : Wednesday, January 8th 2025
Time : 09.14 WIB until 09.33 WIB
Place : Gedung Gold Coast, Tower Liberty 16th Floor A-H
Jl. Pantai Indah Kapuk, RT06/RW02, Kamal Muara, Penjaringan,
Jakarta Utara DKI Jakarta 14470
B. MEMBERS OF THE BOARD COMMISSIONERS AND BOARD OF DIRECTORS WHO ATTENDED THE MEETING:
Board of Commissioners :
Mr. Donny : President Commissioner
Mr. Muhamad Salim : Independent Commissioner
Board of Director :
Mr. Ali Imran : Director
C. EVENTS OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS:
1. Change of Company management.
2. Approval of the plan to reduce the authorized capital, issued and paid-up capital of the Company by decreasing the nominal value of shares.
3. Approval of changes to the Company's articles of association in connection with the implementation of the Company's capital reduction.
D. QUORUM ATTENDANCE OF SHAREHOLDERS:
Based on the list of shareholders of the Company provided by the Securities Administration Bureau, PT Adirnitra Jasa Korpora, the shares that were
present and/or represented at this Meeting amounted to 2,731,471,200 shares or representing approximately 78,38% of all shares issued in the Company
with voting rights. The number of valid shares is 3,484,989,800 shares.
Thus the Meeting has fulfilled the quorum of attendance related to the holding of the Meeting. Because the provisions regarding the quorum of attendance
have been met, the Meeting is valid and can make valid and binding decisions to the Shareholders of the Company for the Meeting Agenda.
E. NUMBER OF SHAREHOLDERS WHO ASK QUESTIONS AND/OR GIVE OPINIONS REGARDING THE MEETING AGENDA:
That there were no questions on the agenda of the meeting that was held.
F. MEETING DECISION MECHANISM:
In accordance with the Meeting Rules of Procedure, decisions are made by way of deliberation and consensus. If deliberation for consensus is not reached, a vote will be
held.
G. MEETING DECISIONS:
• First meeting agenda:
- Accepting the resignation of Mr. Ali Imran from his position as Director of the Company and granted full release and discharge from all actions taken during his term of
office as Director of the Company as long as all such actions are reflected in the Annual Report and Financial Statements of the Company and in accordance with the
duties required as Director of the Company.
- Appointed Mr. Henryzal M. Panjaitan as the new Director of the Company with a term of office following the term of office of the other members of the Board of
Directors.
- To give authority and power with the right of substitution to the Board of Directors of the Company both individually and jointly to take all necessary actions related to the
decisions mentioned above, including but not limited to declaring changes in the members of the Company's Board of Commissioners with the composition as stated in
the Decree This meeting is in a separate notarial deed and notifies and registers the results of this meeting with the Ministry of Law and Human Rights of the Republic
of Indonesia and other relevant agencies and takes all actions deemed necessary and useful in accordance with the applicable laws and regulations to implement the
decisions This meeting was as it should be.
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• Second and Third meeting agenda:
- Approved the reduction in the nominal value of shares in the Company's Capital Reduction Plan to IDR314 per share, so that the nominal value of shares which was
originally Rp1,000 per share changes to Rp686 per share. The difference between the nominal value of the old Company's shares and the nominal value of the new
Company's shares will be returned to all shareholders of the Company. Thus, the changes in the Company's capital structure are as follows:
Capital Structure before Capital Reduction Plan
Authorized Capital IDR 12,000,000,000,000
Issued and Paid-up Capital IDR 3,629,411,800,000
Capital Structure after Capital Reduction Plan
Authorized Capital: IDR 8,232,000,000,000
Issued and Paid-up Capital: IDR2,489,776,494,800
- Approved the Amendment to Article 4 paragraph (l) and (2) of the Company's Articles of Association concerning the Company's Authorized Capital, Issued and Paid-up
Capital.
- Approved to rearrange all provisions in Article 4 of the Articles of Association and the final section regarding the composition of the Company's shareholders in
connection with the changes as referred to in point I (one) and point 2 (two) of the decision above.
- Granted power and authority to the Board of Directors with the right of substitution to take all necessary actions related to the decisions of the agenda of this Meeting,
including compiling and restating all Article 4 of the Company's articles of association and the final part of the articles of association in relation to the composition of
shareholders in a notarial deed and submitting it to the authorized agency to obtain approval and/or a receipt for notification of changes to the articles of association, to
do everything deemed necessary and useful for such purposes with none being excluded, including to make additions to or changes to the provisions of the articles of
association if such is required by the authorized agency based on applicable regulations.
- Approved in the event that the reduction in the Company's authorized capital, issued and paid-up capital does not obtain approval from the Ministry of Law and Human
Rights, then the decision on the second agenda item regarding the Approval of the plan to reduce the Company's authorized capital, issued and paid-up capital by way
of reducing the nominal value of shares becomes null and void by law without requiring the approval of a General Meeting of Shareholders (GMS) and therefore Article
4 paragraph (1) and paragraph (2) of the Company's Articles of Association does not change, so that the Company's Authorized Capital, Issued and Paid-up Capital
remain as before.
Jakarta, January 9th 2025
PT FAP Agri Tbk
Director
Names mentioned 7 people and organisations named in the text · linked when the evidence is strong
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Donny
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PT Adirnitra Jasa Korpora
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Ministry of Law and Human Rights
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12 Sep 2026 22:54
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