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20260622_SAMF_Ringkasan Risalah//Risalah RUPS_32102826_lamp3.pdf
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ANNOUNCEMENT OF
SUMMARY MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT Saraswanti Anugerah Makmur Tbk.
Directors of PT Saraswanti Anugerah Makmur Tbk. (The “Company”) hereby informs that the Company has held the Annual General
Meeting of Shareholders for the 2025 Financial Year (“Meeting”), on Thursday, June 18th, 2026, at 10.15 AM – 11.31 AM, at the AMG
Tower 6fl Floor, Jl. Dukuh Menanggal 1-A, Gayungan, Surabaya.
The meeting was attended by the following Boards of Commissioners and Directors:
Board of Commissioners Board of Directors
President Commissioners : Noegroho Hari Hardono President Director : Ir. Yahya Taufik
Commissioner : Ir. Dominiko Eristanto Haloho Director : Theresia Yusufiani Rahayu
Independent Commissioner : Djoni S. Soetojo Director : Andreas Adhi Harsanto
Director : Wahyu Ferryal
Director : Andi Irwandy
Director : Mohamad Mulyadi
Shareholders and/or their proxies who attended the Meeting recorded 10.063.136.500 shares, equivalent to 98,18% of the
total shares issued by the Company, amounting to 10,250,000,000 shares.
Meeting Rules
• Shareholders or their proxies can ask questions and/or opinions relating to the meeting agenda being discussed before
voting.
• The vote of abstention is deemed to cast the same vote as the majority of Shareholders who cast a vote.
• Voting is conducted physically by raising hands and electronically using the eASY.KSEI system.
• The company has appointed an independent party, Notary Sitaresmi Puspadewi Subianto, S.H., M.Kn., and the
Securities Administration Bureau PT Adimitra Jasa Korpora, in calculating and/or validating votes.
• Meeting resolutions have been stated in the minutes of summary No. 249/Not/VI/2026 date June 18th, 2026, made
by Notary Sitaresmi Puspadewi Subianto, S.H., M.Kn.
Meeting Decisions
1st Agenda Approval of The Board of Director's annual report, Board of Commissioners supervisory
report, and ratification of the balance sheet and income statements for the financial
year ended on December 31st, 2025.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
Decision 1. Received and approved the Company's Annual Report for the financial year ending
on December 31st, 2025, including the Board of Directors 'Report and the
Company's Board of Commissioners' Supervisory Report for the 2025 financial
year.
2. Ratify the Consolidated Financial Statements of the Company and Subsidiaries
that have been audited by the Public Accounting Firm Paul Hadiwinata, Hidajat,
Arsono, Retno, Palilingan & Partners on the financial statements for the 2025
Financial Year with the opinion, "Fairly, in all material respects, the consolidated
financial position of the Group as of December 31st, 2025, and its consolidated
financial performance and its consolidated cash flows for the year ended, in
accordance with Indonesian Financial Accounting Standards.” At the same time,
it was providing full payment and release of responsibility (acquit et de charge)
to the Board of Directors and the Board of Commissioners for the management
and supervision of the Company that has been carried out during the 2025
Financial Year, as long as it is not a criminal act or violates applicable legal
provisions and procedures and is recorded in the financial report of the Company
and does not conflict with laws and regulations.
2nd Agenda Determination used of net profit for the financial year ended on December 31 st, 2025.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
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Decision 1. Determined the distribution of dividends amounting to IDR107,625,000,000 or
approximately 40,23% of the current year's profit which will be distributed in the
form of cash dividends to shareholders, whose names are recorded in the
Company's Shareholders Register on June 30th, 2026, at 16:00 West Indonesia
Time ("Recording Date") or IDR10,5 per share as of the date of this Meeting, with
due observance of the PT Bursa Efek Indonesia regulations for trading shares on
the Indonesia Stock Exchange, provided that for the Company's shares that are
in collective custody, the following conditions apply:
a. Cum Dividend Cash at the Regular and Negotiation Market on June 26th,
2026;
b. Ex Cash Dividend at the Regular and Negotiation Market on June 29th, 2026;
c. Cum Dividend Cash at the Cash Market on June 30th, 2026;
d. Ex Cash Dividend at the Cash Market on July 1st, 2026.
Payment of cash dividends to eligible shareholders will be made by July 22nd,
2026.
2. Determine that the remaining net income for the current year for the financial
year ended December 31st, 2025, is recorded as retained earnings.
3. Give power to the Board of Directors of the Company to carry out everything
related to the distribution of the dividends mentioned above by the prevailing laws
and regulations.
4. Dividend payments to public shareholders will be paid in cash by applicable
regulations, while dividend payments to founders will be paid in stages no later
than December 2026.
3rd Agenda Approval on the salary/honorarium and other benefits of the Board of Commissioners
and Board of Directors of the Company.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
Decision Approved authorizing the Board of Commissioners to determine the salary or
honorarium and other benefits for members of the Board of Directors and to the
President Commissioner to determine the salary or honorarium and other benefits for
members of the Board of Commissioners by taking into account the proposals and
recommendations of the Nomination and Remuneration Committee to be determined
by the Board of Commissioners.
4th Agenda Approval of delegation to the Board of Commissioners to appoint a Public Accounting
Firm to conduct an audit of financial statements for the fiscal year ending on December
31st, 2026, and delegation to The Board of Director to determine the honorarium
amount other terms of appointment.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
Decision 1. Approve the delegation of authority to the Board of Commissioners to appoint a
Public Accountant and/or Public Accounting Firm registered with the OJK to carry
out the audit of the Financial Statements for Financial Year 2026 as it is being
considered and evaluated further. Also, to determine the criteria of the Public
Accountant and/or Public Accounting Firm that will audit the Company's financial
statements for the financial year 2026 in accordance with applicable regulations;
2. Approved the delegation of authority to the Board of Directors of the Company to
determine the amount of honorarium and other requirements for the Public
Accountant and/or Public Accounting Firm.
5th Agenda Approval of the Company's plan to guarantee the Company's assets of more than 50%
of the total net assets in the form of assets and/or corporate guarantees.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
Decision 1. Approved to guarantee the Company's assets of more than 50% of the total net
assets of the Company in one fiscal year in the form of assets and/or corporate
guarantees in one or more transactions, whether related to each other or not to
banks or financial institutions or other parties, both for loan facilities that have
been granted and/or will be granted later to the Company and/or its subsidiaries
and/or parties affiliated with the Company along with additions and/or changes
and/or extensions and/or renewals (if any), with terms and loan values deemed
favorable by the Board of Directors of the Company.
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2. To authorize the Company's Board of Directors to sign all letters, agreements,
deeds, and others and do everything deemed necessary in connection with the
guarantee of the Company's assets of more than 50% of the Company's net
assets in one fiscal year.
6th Agenda Amendments to the Company’s Articles of Association include adjustments to the
Indonesian Standard Industrial Classification in accordance with amendments to
Government Regulation of the Republic of Indonesia No. 28 of 2025 on the
Implementation of Risk-Based Business Licensing and the Addition of Business
Activities.
Questions/Suggestions -
Voting Agree Disagree Abstain
10.063.136.500 - -
Decision 1. Approve the adjustment of the Company’s KBLI code in accordance with the
latest classification established by the Government, namely KBLI 2025;
2. Approves the addition of KBLI 72105—Agricultural and Veterinary Science
Research and Development, which covers research and development activities in
the field of agriculture, including research related to fertilizers; and
3. Granting power and authority to the Company’s Board of Directors, with the right
of substitution, to set forth or state the decision in a deed executed before a
notary public, and to subsequently notify the competent authorities thereof, as
well as to take all and any actions necessary in connection with such decision in
accordance with applicable laws and regulations.
Procedure for Cash Dividend Distribution:
1. Cash dividends will be distributed to the Company's Shareholders whose names are recorded in the Company's
Shareholders Register (“DPS”) or a recording date on June 30th, 2026, and/or the Company's shareholders in the securities
sub-account at PT Kustodian Sentral Efek Indonesia ("KSEI”) at the close of trading on June 30th, 2026.
2. For Shareholders of the Company whose shares are placed in the collective custody of KSEI, cash dividend payments will
be made through KSEI and distributed to the Securities Companies and/or custodians Bank accounts on July 22nd, 2026.
The Company through the Securities Company and/or Custodian Bank where the Shareholders open their accounts.
Meanwhile, for the Company's Shareholders whose shares are not included in the collective custody of KSEI, the cash
dividend payment will be transferred to the account of the Company's Shareholders.
3. The applicable tax laws and regulations will tax the cash dividend. The amount of tax imposed will be a cash dividend,
which is the right of the Company's shareholders.
4. Shareholders who are domestic taxpayers in the form of legal entities who have not submitted their Taxpayer Identification
Number (“NPWP”) are requested to submit their NPWP to KSEI or the Securities Administration Bureau PT Adimitra Jasa
Korpora (“BAE”) at the address Kirana Boutique Office, Jl. Kirana Avenue III Blok F3 no. 5, Kelapa Gading, North Jakarta
14250, no later than July 7th, 2026 at 04.00 PM. Without the inclusion of the NPWP, cash dividends paid to the Domestic
Taxpayers will be subject to a PPh rate 100% higher than the normal rate.
5. Shareholders who are foreign taxpayers whose with holding tax will use the tariff based on the Double Taxation Avoidance
Agreement (“P3B”) must meet the requirements of the Director-General of Taxes Regulation No. PER-10/PJ/2017
concerning Procedures for Implementing Double Tax Avoidance Approval and submitting the DGT-1 or DGT-2 form, which
has been legalized by the Tax Service Office for Listed Companies to KSEI or Registrar by KSEI provisions and regulations.
Without these documents, cash dividends paid will be subject to 20% Income Tax Article 26.
Surabaya, June 18th, 2026
PT Saraswanti Anugerah Makmur Tbk.
Board of Directors
Names mentioned 16 people and organisations named in the text · linked when the evidence is strong
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person
Notary Sitaresmi Puspadewi Subianto
p.1 ×2
unresolved
org
PT Adimitra Jasa Korpora
p.1 ×2
unresolved
org
Palilingan & Partners
p.1
unresolved
org
Indonesia Stock Exchange
p.2
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org
PT Kustodian Sentral Efek Indonesia
p.3
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