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20260612_TIFA_Ringkasan Risalah//Risalah RUPS_32100766_lamp4.pdf
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SUMMARY OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT KDB TIFA FINANCE Tbk
The Board of Directors of PT KDB Tifa Finance Tbk (hereinafter referred to as the
“Company”) domiciled in South Jakarta, hereby informs that the Annual General Meeting of
Shareholders referred to as (the “Meeting”) have been held at:
A. Day/Date, Time, Place and Meeting Agenda
Day/date : Thursday, 11 June 2026
Place : Pacific Century Place Function Room B, Level B1,
Jl. Jenderal Sudirman Kaveling 52-53, South Jakarta
Time : 10.15 – 11.20 a.m (Western Indonesian Time)
AGMS Agenda:
1. Approval and ratification of the Company's Annual Report for the financial year
ending 31 December 2025, including the Company's Activity Report, the Board of
Commissioners' Supervisory Report and the Company's Financial Statements for the
financial year ending 31 December 2025, and granting acquit et decharge to the
Board of Commissioners and the Board of Directors for the 2025 period;
2. Determination on the use of the Company's net profit for the financial year ending
on 31 December 2025;
3. Appointment of a Public Accountant and/or Public Accounting Firm to audit the
Company's financial statements for the financial year ending 31 December 2026;
4. Determination of salary and honorarium for members of the Board of
Commissioners, Board of Directors and Sharia Supervisory Board of the Company
for the 2026 period;
5. Changes in Company’s Management;
6. Affirmation of the Company’s investment classification as a Foreign Investment
Company.
B. The presence of the Company’s Board of Directors, Board of Commissioners, and
Sharia Supervisory Board
Presiden Director : Mr. Cho Jaeseong
Director : Mr. Eun Seonghyuk
Director : Mrs. Ina Dashinta Hamid
Director : Mrs. Ade Rafida Saulina Samosir
President Commissioner : Mr. Kim Kang Su
Independent Commissioner : Mr. Antonius Hanifah Komala
Independent Commissioner : Mr. Choi Jung Sik
C. Chairman of the Meeting
The meeting was chaired by Mr. Antonius Hanifah Komala, as the Company’s
Independent Commissioner.
D. The Presence of the Shareholders
The Meeting was attended by shareholders and their proxies representing 3,285,634,415
shares or 92.495% of 3,552,213,000 shares, which are all shares with valid voting rights
issued by the Company.
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E. Submission of Questions and/or Opinions
The shareholders and their proxies are given the opportunity to asked questions and/or
opinions for Meeting agenda.
- First to Fourth Agenda : no questions and/or opinions.
- Fifth and Sixth Agenda : 1 questioner.
F. Decision Making Mechanism
Decisions for Meeting agenda are made based on deliberation to reach consensus, in the
event that deliberations for consensus are not reached, the decision is made by voting.
G. Voting Result
First, Second, and Third agenda :
- Number of abstentions : - votes
- Number of votes against : 532.707.259 votes
- Number of votes in favor : 2,752,927,156 votes.
- So that the total votes agreed : 2,752,927,156 votes, or 83.787%, or more than
1/2 of the total number of votes legally cast in the Meeting.
H. Meeting Result
Decision of the First Agenda:
To approve and ratify the Company’s Annual Report for the financial year ending 31
December 2025, including the Report on the Company’s Activities, the Report on the
Supervisory Duties of the Board of Commissioners and the Company’s Financial
Statements, and to grant full discharge (acquit et decharge) to the Board of Directors and
the Board of Commissioners of the Company in respect of the management and
supervision carried out for the 2025 financial year, insofar as such actions are reflected in
the Annual Report.
Decision of the Second Agenda:
a. To approve the appropriation of the Company’s Net Profit for the 2025 financial
year, amounting to Rp66,306,266,000, with the following breakdown:
- an amount equivalent to 21.43% of the Net Profit, or Rp14,208,852,000 to be
paid as a Cash Dividend to the Company’s Shareholders, such that each share
will receive a Cash Dividend of Rp4, subject to applicable tax regulations;
- an amount of Rp50,000,000 to be allocated and recorded as a Reserve Fund;
- the remaining, amounting to Rp52,047,414,000 to be recorded as Retained
Earnings, to increase the Company’s working capital;
b. To grant power and authority to the Company’s Board of Directors to take any and
all necessary actions in connection with the determination of the appropriation of the
Company’s net profit in accordance with the provisions of applicable laws and
regulations.
Decision of the Third Agenda:
a. To approve the appointment of the Public Accountant and/or Public Accounting
Firm KAP Tanubrata Sutanto Fahmi Bambang & Rekan / BDO Indonesia to audit
the Company’s Financial Statements for the financial year ending 31 December
2026.
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b. To authorise the Company’s Board of Commissioners to determine the fees and
other terms and conditions for the Public Accountant and/or Public Accounting
Firm, and to appoint a replacement in the event that the appointed Public Accountant
and/or Public Accounting Firm, for any reason, is unable to complete the audit of the
Company’s Financial Statements for the financial year ending on 31 December
2026.
Decision of the Fourth Agenda:
a. To approve the payment of honorarium and/or allowances to the Company’s Board
of Commissioners, Board of Directors and Sharia Supervisory Board for the year
2026, subject to the following conditions:
- The maximum remuneration limit for the Board of Commissioners is
Rp1,000,000,000 gross/year;
- The maximum remuneration limit for the Board of Directors is Rp16,500,000,000
gross/year;
- The maximum remuneration limit for the Sharia Supervisory Board is
Rp500,000,000 gross/year;
b. To authorize the Company’s Board of Commissioners to determine the allocation of
Honorarium and/or allowances to be received by each member of the Board of
Commissioners, the Board of Directors and the Company’s Sharia Supervisory
Board, taking into account the recommendations of the Nomination and
Remuneration Committee.
Decision of the Fifth Agenda:
a. To approve:
i. Reappointment of all members of the Company’s Board of Directors as follows:
- To re-appoint Mr Cho Jaeseong as President Director of the Company’s for a
term of two (2) years commencing from the closing of this Meeting, that is,
until the closing of the 2028 Annual General Meeting of Shareholders;
- To re-appoint Mr Eun Seonghyuk as Director of the Company’s for a term of
2 (two) years from the closing of this Meeting, that is, until the closing of the
2028 Annual General Meeting of Shareholders;
- To re-appoint Mrs. Ina Dashinta Hamid as Director of the Company’s, for a
term of 2 (two) years from the closing of this Meeting, that is, until the
closing of the 2028 Annual General Meeting of Shareholders;
- To re-appoint Mrs. Ade Rafida Saulina Samosir as a Director of the
Company’s, for a term of 2 (two) years from the closing of this Meeting, that
is, until the closing of the 2028 Annual General Meeting of Shareholders.
ii. Re-appoint Mr Choi Jung Sik as a Independent Commissioners of the
Company’s for a term of 3 (three) years commencing from the closing of this
Meeting, that is, until the closing of the 2029 Annual General Meeting of
Shareholders.
Pursuant to the decisions set out in points (i) and (ii) of sub-paragraph (a) above, with
effect from the closing of this Meeting, the structure and composition of the Company’s
Board of Directors, Board of Commissioners and Sharia Supervisory Board are as
follows:
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Board of Director
President Director : Mr. Cho Jaeseong **)
Director : Mr. Eun Seonghyuk **)
Director : Mrs. Ina Dashinta Hamid **)
Director : Mrs. Ade Rafida Saulina S **)
Board of Commissioners
President Commissioner : Mr. Kim Kang Su **)
Independent Commissioner : Mr. Choi Jung Sik ***)
Independent Commissioner : Mr. Antonius Hanifah Komala *)
Sharia Supervisory Board : Mr. AM Hasan Ali *)
Details:
*) with a term of period until the closing of the Company’s Annual General Meeting
of Shareholders in 2027;
**) with a term of period until the closing of the Company’s Annual General Meeting
of Shareholders in 2028;
***) with a term of period until the closing of the Company’s Annual General Meeting
of Shareholders in 2029.
b. To approve and grant full power and authority, with the right of substitution, to the
members of the Company’s Board of Directors, either individually or collectively, to
take all necessary actions in connection with this resolution, including formalizing
the composition of the Company’s Board of Directors, Board of Commissioners, and
Sharia Supervisory Board following the adjournment of this Meeting in a deed
executed before a Notary, and subsequently notifying the Ministry of Law of the
Republic of Indonesia and taking all necessary actions, including but not limited to
reporting/notification obligations to the competent authorities in accordance with
applicable regulations.
Decision of the Sixth Agenda:
a. Confirming the nature of the Company’s investment as a foreign investment
company.
b. To grant power and authority to the Company’s Board of Directors, either
individually or collectively, to take any and all necessary actions in connection with
the confirmation of the type of the Company’s investment, including but not limited
to recording such decision in a deed executed before a Notary, and subsequently
notifying the competent authorities, in accordance with the provisions of applicable
laws and regulations.
Jakarta, 12 June 2026
PT KDB TIFA FINANCE Tbk
The Board of Directors
Names mentioned 13 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Kim Kang Su Independent
p.1 ×3
unresolved
person
Antonius Hanifah Komala Independent
p.1 ×5
unresolved
org
Accounting Firm KAP Tanubrata Sutanto Fahmi Bambang & Rekan
p.2
unresolved
org
Tanubrata Sutanto Fahmi Bambang
p.2
unresolved
person
AM Hasan Ali
p.4
unresolved
org
Ministry of Law
p.4
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