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20241113_MASA_Ringkasan Risalah//Risalah RUPS_31767536_lamp4.pdf
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Page 1 OCR 0.931
SS & MICHELIN SUMMARY OF MINUTES EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS PT MULTISTRADA ARAH SARANA Tbk (the “Company”) The Board of Directors of the Company, domiciled in Bekasi Regency, hereby announced that the Company has conducted an Extraordinary General Meeting of Shareholders (“Meeting”) which: A. DAY/DATE, LOCATION, TIME AND MEETING AGENDA Day/Date Monday / 11 November 2024 Time 14.29 Western Indonesia Time — 15.02 Western Indonesia Time Location Hotel Kristal, Ruby 1 Meeting Room Tower 2 Ist Floor, Jalan Terogong Raya Cilandak Barat Jakarta Selatan 12430 Meeting Agenda: 1. Approval on the plan to change the Company's status from a public company to a private company (“Go Private Plan”), which includes: (a) &) (c) “d) (e) ratification of the appointment of Independent Appraiser for Go Private Plan and approval of the Feasibility Study Report of the Go Private Plan, approval on the change to the Company's status from a public company to a private company: approval on the delisting from the Indonesia Stock Exchange (“IDX”), approval on the amendment of entire Articles of Association in conncetion with the change of the Company's status from a public company to a private company, and authorizing the Board of Directors to take all the necessary actions to implement the Go Private Plan. 2. Approval of the Company's plan to chnage its business activities by adding new business activities based on the 2020 KBLI as regulated in the Regulation of the Central Bureau of Statistics (Badan Pusat Statisiky No. 2 of 2020 on the Standard Classification of Indonesian Business Fields (“Addition of Business Activites Plan”), which includes: (a) (b) (c) approval on the addition of business activities namely KBLI 22192 (Rubber Goods Industry for Indstrial Use), including discussion on the Feasibility Study Report, approval on the amendment of Article 3 of the Articles of Association, and authorizing the Board of Directors to take all necessary actions to implement the Addition of Business Activities Plan. 3. Approval on the changing of the composition of the Company”'s Board of Directors, which includes: (a) approval on the change of composition of the Company's Board of Directors, and PT Multistrada Arah Sarana, Tbk 1 Jalan Raya Lemahabang km 58,3 Desa Karangsari, Cikarang Timur, Kabupaten Bekasi, Jawa Barat, Indonesia 17550 Telp (62) 21 89140333 | Fax. (62) 21 89143838
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SAP MICHELIN (b) authorizing the Board of Directors to take all necessary actions to implement the changing of the composition of the Company's Board of Directors. B. MEMBERS OF THE BOARD OF COMMISSIONERS AND THE BOARD OF DIRECTORS OF THE COMPANY PRESENT IN THE MEETING BOARD OF DIRECTORS: Director 1 RITESH Director 1 STEPHANE MARIE BERTRAND ROY DE LACHAISE BOARD OF COMMISSIONERS: President Commissioner : TAN SU HUI Independent Commissioner 1 BONIE GUIDO C. MEETING CHAIRMAN The meeting is led by BONIE GUIDO as the Independent Commissioner of the Company. D. SHAREHOLDERS ATTENDANCE 1. First Meeting Agenda: Based on Article 15 of the Company's Articles of Association juncto Article 44 of the the Financial Services Authority Regulation Number 15/POJK.04/2020 on the Plan and Implementation of the General Meeting of Shareholders of Public Companies (“POJK 15/2020”), the Meeting must be attended by Independent Shareholders representing more than 1/2 (one half) of the total number of shares with valid voting rights owned by the Independent Shareholders and the resolutions for the First Agenda are valid and binding if approved by the Independent Shareholders representing more than 1/2 (one half) of the total number of Shares with valid voting rights owned by Independent Shareholders. — The Independent Shareholders that attended and/or represented cither in person or by proxy through eASY.KSEI is 2,390,675 (two million three hundred ninety thousand six hundred seventy five) shares or representing 7.205”o (seven point two zero five percent) from 33,180,243 (thirty three million one hundred eighty thousand two hundred forty three) shares all of which are owned by the Independent Shareholders. Second and Third Meeting Agenda: Based on Article 17 paragraph (2) of the Company's Articles of Association, the Meeting must be attended by the Shareholders or their proxies representing at least 2/3 (two thirds) of the total number of shares with valid voting rights and resolutions for the Second Agenda are valid and binding if approved by the PT Multistrada Arah Sarana, Tbk 2 Jalan Raya Lemahabang km 58,3 Desa Karangsari, Cikarang Timur, Kabupaten Bekasi, Jawa Barat, Indonesia 17550 Telp (62) 21 89140333 | Fax. (62) 21 89143838
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SS & MICHELIN Shareholders representing more than 2/3 (two thirds) of the total number of shares with valid voting rights present at the Meeting. Based on Article 15 paragraph (1) of the Company's Articles of Association, the Meeting must be attended by Shareholders or their proxies representing more than 1/2 (one half) of the total number of shares with valid voting rights and the resolutions for the Third Agenda are valid and binding if approved by the Shareholders representing more than 1/2 (one half) of the total shares with valid voting rights present at the Meeting. — The Shareholders that attended and/or represented either in person or by proxy through eASY.KSEI is 9,152,157,377 (nine billion one hundred fifty two million one hundred fifty seven thousand three hundred seventy seven) shares or representing 99.665Yo (ninety nine point six six five percent) from 9,182,946,945 (nine billion one hundred eight two million nine hundred forty six thousand nine hundred forty five) shares all of which are all the shares issued by the Company. Therefore, in accordance with the provisions of Article 15 of the Articles of Association Juncto Article 44 of the POJK 15/2020, the Meeting may not proceed to discuss the First Meeting Agenda. As the attendance guorum for the Second and Third Meeting Agenda have been fulfilled based on Article 17 paragraph (2) of the Articles of Association of the Company juncto Article 15 paragraph (1) Articles of Association of the Company, the Meeting may proceed to discuss the Second and the Third Meeting Agenda. OPPORTUNITY TO SUBMIT OUESTIONS AND/OR EXPRESS OPINIONS The Shareholders were given the opportunity to submit guestions and/or express their opinions on each agenda of the Meeting, and there were 2 (two) shareholders who submitted guestions and/or express their opinions relating to the Second and Third Meeting Agenda. RESOLUTION MAKING MECHANISM The Resolutions are made through deliberation to reach a consensus, however, if any shareholders or their proxies disagree or cast a blank or abstain vote, the resolutions will be made based on the vote count submitted by the shareholders through cASY.KSEI and the votes casted by the proxies authorized by the Company's Share Registrar, PT Raya Saham Registra, as well as the votes from the shareholders present at the Meeting. For the shareholders who are present at the Meeting, should any shareholders or their proxies disagree or cast a blank or abstain vote, the voting will be conducted by submitting a voting card and a raise of hands. The completed voting cards will then be collected by the staff, while those who do not raise their hand are considered to agree. PT Multistrada Arah Sarana, Tbk 3 Jalan Raya Lemahabang km 58,3 Desa Karangsari, Cikarang Timur, Kabupaten Bekasi, Jawa Barat, Indonesia 17550 Telp (62) 21 89140333 | Fax. (62) 21 89143838
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(Tt MICHELIN G. RESOLUTION RESULTS H. The results of the resolutions in the Meeting are as follows: ABSTAIN / OUESTIONS / AGENDA BLANK DISAGREE AGREE OPINION First No discussion and resolutions were made on the First Meeting Agenda as the attendance guorum is not met. Second 0 0 9,152,157,377 v (1000) Third 0 0 9.152,157,377 Y (10076) MEETING RESOLUTIONS 1. Agenda Pertama Rapat: No discussion and resolutions were made on the First Meeting Agenda as the attendance guorum is not met. Agenda Kedua Rapat: 1. Approve the addition of business activities namely KBLI 22192 (Rubber Goods Industry for Industrial Use), including accepting and ratifying the Feasibility Study Report made by Herman Meirizki & Rekan Public Appraisal Services Office, Approve the amendment of Article 3 of the Articles of Association in connection with the addition of business activities as stated above: and Authorize the Board of Directors to take all necessary actions to implement the Addition of Business Activities Plan, including but not limited to amending and drafting Article 3 of the Company's Articles of Association and stating the resolutions of this Meeting in a Notarial deed. Agenda Ketiga Rapat: Ts Accept the resignation of SAI BANU RAMANI from his position as President Director, effective as of the closing of this Meeting and release SAI BANU RAMANI from the obligation to provide 30 days written notice to the Company prior to his resignation from his position as stipulated in Article 19 paragraph (6) of the Company's Articles of Association and grant full release and discharge (acguit et de charge) of all management actions taken during his term of office in the Company including ratifying all actions taken on behalf of the Company (if any), during his term of office to the extent that such actions are reflected in the books of the Company, Accept the resignation of KEVIN DAVID GRANT from his position as Director, effective as of the closing of this Meeting and release KEVIN DAVID GRANT from the obligation to provide 30 days written notice to the Company prior to his resignation from his position as stipulated in Article PT Multistrada Arah Sarana, Tbk 4 Jalan Raya Lemahabang km 58,3 Desa Karangsari, Cikarang Timur, Kabupaten Bekasi, Jawa Barat, Indonesia 17550 Telp (62) 21 89140333 | Fax. (62) 21 89143838
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SS & MICHELIN 19 paragraph (6) of the Company's Articles of Association and to grant full release and discharge (acguit et de charge) of all management actions taken during his term of office in the Company including ratifying all actions taken on behalf of the Company (if any), during his term of office to the extent that such actions are reflected in the books of the Company, 3. Accept the proposal of the Company's majority shareholder to appoint IGOR ZYEMIT as the new President Director as of the closing of this Meeting with the term of office continuing the remaining term of office of SAI BANU RAMANI as the President Director whom he replaces, 4. Approve the composition of the Board of Directors of the Company as of the closing of this Meeting until the closing of the Annual General Meeting of Shareholders of the Company held in 2027 (two thousand twenty-seven) with the following composition: BOARD OF DIRECTORS: - President Director 1 IGOR ZYEMIT - Director : STEPHANE MARIE BERTRAND ROY DE LACHAISE - Director 1 RITESH 5. Authorize the Board of Directors to take all necessary actions to implement the changing of the composition of the Company's Board of Directors. Jakarta, 12 November 2024 PT MULTISTRADA ARAH SARANA Tbk Board of Directors PT Multistrada Arah Sarana, Tbk 5 Jalan Raya Lemahabang km 58,3 Desa Karangsari, Cikarang Timur, Kabupaten Bekasi, Jawa Barat, Indonesia 17550 Telp (62) 21 89140333 | Fax. (62) 21 89143838
Names mentioned 11 people and organisations named in the text · linked when the evidence is strong
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Indonesia Stock Exchange
p.1
unresolved
org
Pusat Statisiky
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unresolved
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Financial Services Authority
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PT Raya Saham Registra
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unresolved
org
Herman Meirizki & Rekan
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unresolved
person
STEPHANE MARIE BERTRAND ROY DE
· Director
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13 Sep 2026 15:51
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