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20241219_KEJU_Ringkasan Risalah//Risalah RUPS_31830220_lamp4.pdf
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ANNOUNCEMENT OF THE SUMMARY OF MINUTES OF
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF
PT MULIA BOGA RAYA Tbk
In order to fulfill the provisions of Article 49 paragraph (1) and Article 51 paragraph (1) of the
Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the Plan and
Implementation of General Meeting of Shareholders of Public Companies ("OJK Regulation
15/2020"), PT Mulia Boga Raya Tbk, a limited company established under the regulations of the
Republic of Indonesia, domiciled in Kabupaten Bekasi and based in Kawasan BIIE, Jalan Inti II Blok
C 7 No. 5-A, Desa Cibatu, West Java ("Company"), hereby notify the shareholders of the Company
regarding the Summary of Minutes of the Extraordinary General Meeting of Shareholders
(hereinafter referred to as “Meeting”), in accordance with the minutes of Meeting as set out in
Deed of Minutes of Meeting dated December 17, 2024 Number 23, made before Liestiani Wang,
S.H, M.Kn., Notary in South Jakarta, as follows:
A. Date, time, and venue of Meeting
Day/Date : Tuesday, December 17, 2024
Time : 09.11 to 09.38 Western Indonesian Time
Venue : Ballroom Arosa 1, Hotel Arosa Jakarta, Jalan RC Veteran
Number 3, South Jakarta
B. Agenda of Meeting
1. Approval of the Company’s shares buyback plan in accordance with the Financial Service
Authority Regulation No. 29 of 2023 on the Buyback of Shares Issued by Public Company;
and;
2. Approval of the distribution of Bonus Shares originating from the capitalization of the
Company's Agio Shares in the financial year ending on December 31, 2023.
C. Members of the Board of Commissioners and Board of Directors attended the Meeting
Board of Commissioners
Commissioner : Paulus Tedjosutikno
Commissioner : Eduardus Maurits Klavert
Independent Commissioner : Drs. Herbudianto
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Board of Directors:
President Director : Indrasena Patmawidjaja
Director : Jeffry Halim
Director : Peter Wiradjaja
Director : Ari Sutanto
D. Shareholders attended the Meeting
The Meeting was attended by shareholders representing a total of 1.429.966.001 shares in
the Company who have valid voting rights equal to 95,331% of the total shares with valid voting
rights that have been issued by the Company.
E. The Questions and Answers session and/or provisions of opinion with regard to the agenda
of the Meeting
At the end of each discussion of the agenda of the Meeting, the Chairman of the Meeting gave
the opportunity to the shareholders, or its proxies presented in the Meeting to raise a
question and/or gave an opinion regarding the Meeting agenda.
F. The number of shareholders raising questions and/ or provide opinions regarding the agenda
of the Meeting
Number of Shares Owned or
Agenda of the Meeting Number of Shareholders Represented by the Owner/
Holder
Agenda-1 : - -
Agenda-2 : - -
G. Voting mechanism of the Meeting
In accordance with the provisions of Article 12 paragraph (13) of the Articles of Association of
the Company which are also included in the Code of Conduct of the Meeting which has been
distributed to the shareholders and/or its representative present at the Meeting, all decisions
in General Meeting of Shareholders are taken based on the mutual consensus. In the event that
a decision is not reached, based on deliberation and consensus, the decision is taken by a voting
mechanism with the terms as follows:
- for the 1st Meeting agenda, then in accordance with the provisions in Article 12
paragraph (6) letter (a) of the Company's Articles of Association, representing more
than 1/2 (one-half) of the total votes legally cast in the Meeting; and
- for the 2nd Meeting agenda relating to the amendment of the Company's Articles of
Association, then in accordance with the provisions in Article 12 paragraph (3) letter (a)
of the Company's Articles of Association, representing more than 2/3 (two-thirds) of the
total votes legally cast in the Meeting.
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H. Resolution
The resolution for the agenda of the Meeting was made through voting, with the result as
stated below:
Agenda of the Meeting Approve Disapprove Abstain
1.429.965.901 shares/ 100 shares/
Agenda-1 -
(99,999%) (0,001%)
1.429.965.901 shares/ 100 shares/
Agenda-2 -
(99,999%) (0,001%)
I. Resolution
A. The 1st Agenda of Meeting
1. Approve the buyback of the Company's shares that have been issued and listed on the
Indonesia Stock Exchange (“IDX”) with an estimated number of shares to be buyback of
approximately 0.33% (zero point thirty three percent) or approximately 4,885,993 (four
million eight hundred eighty five thousand nine hundred ninety three) shares of the
total shares issued by the Company with the amount of funds allocated for the buyback
of the Company's shares is a maximum of IDR7. 500,000,000.00 (seven billion five
hundred million Indonesian Rupiah) including brokerage fees and other costs related
to the buyback of the Company's shares (“Buyback of the Company's Shares”) which
will be carried out in stages within a maximum period of 12 (twelve) months after the
Buyback of the Company's Shares is approved by the Meeting. The Buyback of the
Company's Shares may be conducted through the IDX or outside the IDX.
2. Approve the granting of authority and/or power to the Board of Directors of the
Company to take all necessary actions for the achievement of the resolution as referred
to in point 1 above, and with due observance of the prevailing laws and regulations.
B. The 2nd Agenda of Meeting
1. Approve the capitalization of Additional Paid-in Capital (Agio Share) of the Company
as of 31 December 2023 in the maximum amount of IDR206,250,000,000.00 (two
hundred six billion two hundred fifty million Indonesian Rupiah) by distributing a
maximum of 4,125,000,000 (four billion one hundred twenty five million) bonus shares
with a nominal value of Rp50.00 (fifty Rupiah) per share to the Shareholders of the
Company, with a ratio of 4 : 11 (four to eleven), so that each holder of 4 (four) old
shares will get 11 (eleven) bonus shares. The list of the Company's Shareholders who
are entitled to the bonus shares are Shareholders registered on January 02, 2025 at
16:00 WIB and the distribution of bonus shares to all Shareholders will be carried out
on January 17, 2025.
2. Approve the increase in the authorized capital of the Company from
IDR100,000,000,000.00 (one hundred billion Indonesian Rupiah) divided into
2,000,000,000 (two billion) shares to IDR550,000,000,000.00 (five hundred fifty billion
Indonesian Rupiah) divided into 11,000,000,000 (eleven billion) shares.
3. Approved to authorize the Company's Board of Commissioners to make changes to
the capital structure after the bonus share distribution process as referred to in item
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1 above is completed.
4. Approved to grant authority and power with the right of substitution to the Board of
Directors of the Company to carry out the distribution of Bonus Shares including but
not limited to procedures and procedures in accordance with applicable laws and
regulations.
5. Approved the granting of power and authority to the Board of Directors of the
Company, either individually or jointly with the right of substitution to take all
necessary actions related to the resolution of this agenda item, including but not
limited to confirming and/or restating all provisions of the Company's Articles of
Association into a notarial deed and compiling and restating all Articles of Association
and submitting to the competent authority to obtain approval and/or a letter of
acceptance of notification of amendments to the Articles of Association and/or
changes to the Company's data, doing everything deemed necessary and useful for
such purposes with nothing being excluded, including to make additions and/or
changes in the amendments to the Articles of Association if this is required by the
competent authority.
Furthermore, in accordance with the resolution of the 2nd Meeting agenda as mentioned above where
the Meeting has decided to distribute bonus shares from the capitalization of Additional Paid-in Capital
(Agio Share) of the Company as of December 31, 2023, the following bonus share distribution schedule
is hereby notified:
Bonus Share Distribution Schedule
No. INFORMATION DATED
1. End of Stock Trading Period with Bonus Share Rights (Cum Bonus
Share):
- Regular dan Negotiation Markets; December 27, 2024
- Cash Market. January 2, 2025
2. Early of Stock Trading Period Without Bonus Share Rights (Ex Bonus
Share):
- Regular dan Negotiation Markets; December 30, 2024
- Cash Market. January 3, 2025
3. Date of List of Shareholders Entitled to received Bonus Share
(Recording Date) January 2, 2025
4. Bonus Share Distribution January 17, 2025
5. Bonus Share Distribution Report January 31, 2025
Jakarta, December 19, 2024
PT Mulia Boga Raya Tbk
The Board of Directors
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Names mentioned 11 people and organisations named in the text · linked when the evidence is strong
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Financial Services Authority
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person
Liestiani Wang
· Notaris
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Indonesia Stock Exchange
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