20241125_KAEF_Pemanggilan RUPS_31791335_lamp2.pdf

     b. The asset guarantee for the purpose of securing the Company’s obligations and
        obtaining funding from parties outside the banking sector will be carried out in
        compliance with the applicable laws and regulations, including OJK Regulation No.
        17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities
        and OJK Regulation No. 42/POJK.04/2020 concerning Affiliated Transactions and
        Conflicts of Interest.

2.    Changes in the composition of the Company's management.
      Brief Explanation:
      In connection with the following:
     a. The assignment of a member of the Board of Commissioners, Mr. Dwi Ary Purnomo,
          to PT Pertamina EP effective as of July 31, 2024, as stated in the Circular Shareholders’
          Resolution of PT Pertamina EP; and
     b. The resignation of a member of the Board of Commissioners, Mr. Darwin Wibowo,
          effective as of October 24, 2024.
     Therefore, confirmation of the dismissal of these members of the Company’s Board of
     Commissioners is required during the GMS.

Note:

1.   This invitation is valid as an official MEETING invitation to the Company’s Shareholders,
     so the Company’s Board of Directors does not send separate invitations to the
     Company’s Shareholders.

2.   Shareholders who are entitled to attend the MEETING and attend electronically are the
     Company’s Shareholders whose names are recorded in the Company’s Register of
     Shareholders (“DPS”) and/or the Company’s shareholders of the Company’s securities
     sub-account at PT Kustodian Sentral Efek Indonesia (“KSEI”) at the close of Stock Trading
     on the Indonesia Stock Exchange on Friday, November 22, 2024.

3.   Since the date of this summons, the Company has provided the event materials of the
     MEETING on each agenda of the MEETING which can be downloaded through the
     Company’s website, www.kimiafarma.co.id.

4.   Shareholders who will give power of attorney electronically to the MEETING through the
     eASY.KSEI application must pay attention to the following matters:
     a. Registration Process
        (i) Local individual shareholders who have not provided a declaration of attendance
             or power of attorney in the eASY.KSEI application until the deadline in point 2 and
             wish to attend the MEETING electronically are required to register their
             attendance in the eASY.KSEI application on the date of the MEETING until the
             electronic registration period of the Meeting is closed by the Company.
        (ii) Local individual shareholders who have made a declaration of attendance but
             have not given a minimum vote option for 1 (one) agenda item of the MEETING
             in the eASY.KSEI application until the deadline in point 2 and wish to attend the
             MEETING electronically are required to register their attendance in the eASY.KSEI
             application on the date of the MEETING until the registration period of the
             MEETING electronically closed by the Company.


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  (iii) Shareholders who have given power of attorney to the proxy provided by the
        Company (Independent Representative) or Individual Representative but the
        Shareholders have not given a minimum vote option for 1 (one) agenda of the
        MEETING in the eASY.KSEI application until the deadline in point 2, then the proxy
        representing the Shareholders is required to register their attendance in the
        eASY.KSEI application on the date of implementation MEETING up to the
        electronic MEETING registration period is closed by the Company.
  (iv) Shareholders who have given proxy to the proxy of the participant/Intermediary
        (Custodian Bank or Securities Company) and have voted in the eASY.KSEI
        application until the deadline in point 2, then the representative of the proxy who
        has been registered in the eASY.KSEI application is required to register for
        attendance in the eASY.KSEI application on the date of the MEETING until the
        registration period of the MEETING electronically closed by the Company.
  (v) Shareholders who have made a declaration of attendance or given power of
        attorney to the proxy provided by the Company (Independent Representative) or
        Individual Representative and have given a minimum vote option for 1 (one) or all
        of the agenda of the MEETING in the eASY.KSEI application no later than the
        deadline in point 2, then the Shareholders or proxy do not need to register their
        attendance electronically in the eASY.KSEI application on the date of the
        MEETING. Share ownership will automatically be counted as a quorum of
        attendance and the voting options that have been given will be automatically
        counted in the MEETING voting.
  (vi) Delay or failure in the electronic registration process as referred to in numbers (i)
        to (iv) for any reason will result in the Shareholders or their proxy not being able
        to attend the MEETING electronically, and their share ownership will not be
        counted as a quorum to attend the MEETING.

b. Process of Submitting Questions and/or Opinions Electronically
   (i) Shareholders or proxy have 3 (three) opportunities to submit questions and/or
         opinions in each discussion session per agenda of the MEETING. Questions and/or
         opinions per agenda of the MEETING can be submitted in writing by the
         Shareholders or proxy by using the chat feature in the ‘Electronic Opinions’
         column available on the E-Meeting Hall screen on the eASY.KSEI application.
         Questions and/or opinions can be given during the status of the MEETING
         implementation in the ‘General Meeting Flow Text’ column is “Discussion started
         for agenda item No. [...]”.
   (ii) The determination of the mechanism for conducting discussions per agenda of
         the MEETING in writing through the E-Meeting Hall screen on the eASY.KSEI
         application is the authority of each Company and this will be stated by the
         Company in the Rules of Conduct for the Implementation of MEETING through
         the eASY.KSEI application.
   (iii) For proxy who is present electronically and will submit questions and/or opinions
         of their shareholder during the discussion session per the agenda of the MEETING,
         they are required to write the name of the Shareholder and the amount of their
         share ownership and then followed by related questions or opinions.




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c. Voting Process
   (i) The electronic voting process takes place in the eASY.KSEI application on the E-
         Meeting Hall menu, Live Broadcasting sub-menu.
   (ii) Shareholders who are present alone or represented by their proxy but have not
         yet voted on the agenda of the MEETING as referred to in point 4 letter a numbers
         i–iv, then the Shareholders or their proxy have the opportunity to submit their
         voting choices during the voting period through the E-Meeting Hall screen on the
         eASY.KSEI application opened by the Company. When the electronic voting period
         per agenda of the MEETING begins, the system automatically runs the voting time
         by counting down a maximum of 5 (five) minutes. During the electronic voting
         process, the status of “Voting for agenda item No. [...] has started” in the ‘General
         Meeting Flow Text’ column. If the Shareholders or their proxy do not vote for a
         particular MEETING agenda until the status of the implementation of the
         MEETING as seen in the ‘General Meeting Flow Text’ column changes to “Voting
         for agenda item No [...] has ended”, then it will be considered to have abstained
         from the relevant agenda of the MEETING.
   (iii) Voting time during the electronic voting process is the standard time set on the
         eASY.KSEI application. Each Company may set a policy on the time of direct voting
         electronically per agenda of the MEETING (with a maximum time of 5 (five)
         minutes per agenda of the MEETING) and will be stated in the Rules for the
         Implementation of the Meeting through the eASY.KSEI application.

d. Witnessing the Implementation of the MEETING on the GMS Broadcast
   (i) Shareholders or their proxy who have been registered in the eASY.KSEI application
         no later than the deadline in point 2 can watch the ongoing MEETING through the
         Zoom Webinar by accessing the eASY.KSEI menu, the GMS Broadcast submenu
         located at the AKSes (https://akses.ksei.co.id/ <https://akses.ksei.co.id/>) facility.
   (ii) The GMS broadcast has a capacity of up to 500 participants, where the attendance
         of each participant will be determined on a first come, first served basis. For
         Shareholders or their proxy who do not have the opportunity to witness the
         implementation of the MEETING through the GMS Broadcast, they are still
         considered to be legally present electronically and their share ownership and
         voting options are taken into account in the MEETING, as long as they have been
         registered in the eASY.KSEI application as stipulated in point 4 letter a numbers i–
         vi.
   (iii) The Shareholders or their proxy only witness the implementation of the MEETING
         through the GMS Broadcast but are not registered to be present electronically on
         the eASY.KSEI application in accordance with the provisions of point 4 letter a
         numbers i–vi, then the presence of the Shareholders or their proxy is considered
         invalid and will not be included in the calculation of the quorum of the MEETING.
   (iv) Shareholders or their proxy who witness the implementation of the MEETING
         through the GMS Broadcast have a raise hand feature that can be used to ask
         questions and/or opinions during the discussion session per the agenda of the
         MEETING. If the Company allows by activating the allow to talk feature, the
         Shareholders or their proxy can submit questions and/or opinions by speaking
         directly. The determination of the mechanism for conducting discussions per
         MEETING Agenda using the allow to talk feature contained in the GMS Broadcast


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           is the authority of each Company and this will be stated by the Company in the
           Rules of Conduct for the Implementation of the Meeting through the eASY.KSEI
           application.
       (v) To get the best experience in using the eASY.KSEI application and/or the GMS
           Broadcast, Shareholders or their proxy are advised to use the Mozilla Firefox
           browser.

5.   The Notary, assisted by the Securities Administration Bureau, will check and calculate the
     votes of each agenda of the MEETING in every MEETING decision making on the agendas,
     including those based on the votes that have been submitted by the Shareholders
     through eASY.KSEI as referred to in point 4 letter c numbers i–iii above, as well as those
     submitted in the MEETING.

6.   The Company recommends to Shareholders who are entitled to attend the MEETING
     whose shares are included in KSEI’s collective custody to register their attendance
     electronically through the KSEI System (eASY.KSEI) via the link https://akses.ksei.co.id/
     provided by KSEI. The electronic registration will be opened from the date of the
     summoning of this MEETING and will be closed before the MEETING at the latest,
     specifically at 13.30 WIB.

7.   Instructions for registration, use, and further explanation of eASY.KSEI can be found on
     the Company’s website www.kimiafarma.co.id and/or website https://akses.ksei.co.id/.

8.   In the event that the Shareholders will attend the MEETING outside the eASY.KSEI
     mechanism, the Shareholders can download the power of attorney available on the
     Company’s website www.kimiafarma.co.id.

9.   The Shareholders who have given the power of attorney in point 4 above may submit
     questions on the agenda through the Company’s email corsec@kimiafarma.co.id , CC to
     DM@datindo.com and the questions will be submitted in the MEETING by the Proxy and
     recorded in the Minutes of the MEETING prepared by the Notary, and the answer to the
     question will be submitted via the Shareholders’ email no later than 3 (three) working
     days after the MEETING.

10. In order to facilitate the arrangement and orderliness of the MEETING, the Shareholders
    or their valid proxy are kindly requested to register their attendance no later than 30
    (thirty) minutes before the MEETING starts, and the registration will be closed at 13.30
    WIB.



                                 Jakarta, November 25, 2024
                                     PT Kimia Farma Tbk
                                      Board of Directors




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