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20241016_JSMR_Tanggapan atas Permintaan Penjelasan Bursa_31746574_lamp7.pdf
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Page 1 OCR 0.936
INFORMATION DISCLOSURE TO THE SHAREHOLDERS in connection with the Material Transaction as referred to in Financial Services Authority Regulation Number 17/POJK.04/2020 on Material Transactions and Changes of Business Activities THE INFORMATION SET FORTH IN THIS INFORMATION DISCLOSURE IS IMPORTANT TO READ AND BE CONSIDERED BY THE SHAREHOLDERS OF PERUSAHAAN PERSEROAN (PERSERO) PT JASA MARGA (INDONESIA HIGHWAY CORPORATAMA) TBK (“COMPANY”) If you have difficulty understanding the information set forth in this Information Disclosure, please consult with a securities broker, investment manager, legal advisor, public accountant or other professional advisor. @JASAMARGA Indonesia Highway Corp. Perusahaan Perseroan (Persero) PT Jasa Marga (Indonesia Highway Corporatama) Tbk Main Business Activities: Carrying out technical planning, constructing, operating and maintaining toll roads, toll road activities as well as developing and cultivating land in the toll road area and other related businesses Head Office: Plaza Tol Taman Mini Indonesia Indah, Jakarta 13550 Telp.: (021) 841-3630, 841-3526 Website: www.jasamarga.com Email: sekper@jasamarga.co.id THE BOARD OF DIRECTORS AND THE BOARD OF COMMISSIONERS OF THE COMPANY ARE RESPONSIBLE FOR THE ACCURACY OF ALL MATERIAL INFORMATION CONTAINED IN THIS INFORMATION DISCLOSURE AND AFTER CONDUCTING CAREFUL EXAMINATIONS OF THE INFORMATIONS PROVIDED REGARDING THE TRANSACTION, HEREBY DECLARE THAT TO THE BEST OF KNOWLEDGE AND BELIEF OF THE BOARD OF DIRECTORS AND THE BOARD OF COMMISSIONERS THERE ARE NO OTHER IMPORTANT OR MATERIAL FACTS RELEVANT IN CONNECTION WITH THIS TRANSACTION THAT HAVE NOT BEEN DISCLOSED WHICH MAY CAUSE THIS INFORMATION DISCLOSURE TO BE UNTRUE OR MISLEADING. This Information Disclosure is published on 30 September 2024
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JTT : | PT Jasamarga Transjawa Tol MOLHR “| Minister of Law and Human Rights of the Republic of Indonesia MPTIS : TPT Metro Pacific Tollways Indonesia Services MUN : | PT Margautama Nusantara OJK “Financial Services Authority (Otoritas Jasa Keuangan), an independent institution as referred to in the Law No. 21 Of 2011 on Financial Services Authority, which has duties and authorities include regulating, and supervising financial services activities in the banking sector, capital markets, insurance, pension funds, financing institutions and other financial institutions. Company "T Perusahaan Perseroan (Persero) PT Jasa Marga (Indonesia Highway Corporatama) Tbk abbreviated as PT Jasa Marga (Persero) Tbk POJK 17/2020 -| Financial Services Authority Regulation No. 17/POJK.04/2020 on Material Transactions and Alteration of Business Activities TPo3K 22/2020 : Financial Services Authority Regulatian No. 42/POJK.04/2020 on Affillated Transactions and Conflict of Interest Transactions Transaction : | Has the meaning as set forth in Section I (Preliminary) WIPL : | Warrington Investment Pte., Ltd.
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b PRELIMINARY The information as set out in this Information Disclosure is made in connection with a material transaction (as referred to in POJK 17/2020) in the form of eguity financing corporate action in JTT, which is a company directly controlled (as referred to in POJK 17/2020) by the Company, (Information Disclosure”) which consists of a series of transactions as follows: (1) transfer of JTT's shares ownership owned by the Company in the amount of 6,200,042,303 (six billion two hundred million forty two thousand three hundred three) shares or eguivalent to 30.189 of the total number of shares in JTT to MUN, MPTIS, and WIPL (“Partial Sale of JTT Shares Owned by the Company”): and (2) issuance of new shares by JTT in the amount of 1,208,585,244 (one billion two hundred eight million five hundred eighty five thousand two hundred forty four) shares to MPTIS, therefore diluting the Company by 3.824 (“Issuance of New JTT Shares”), hereinafter the Partial Sale of JTT Shares Owned by the Company and the Issuance of New JTT Shares are collectively referred to as the “Transaction”. In relation to the Transaction, previously on 28 June 2024, the Company along with MUN, MPTIS, and WIPL signed documents in the form of (1) Deed of Conditional Share Purchase Agreement No. 86 dated 28 June 2024, made before Ashoya Ratam, S.H., M.Kn., Notary in Jakarta, PPJB”) and (2) Deed of Shareholders Agreement No. 89 dated 28 June 2024 which is effective on the closing date as referred to in the PPJB (in this case in September 27 2024 which is the Transaction date), made before Ashoya Ratam, S.H., M.Kn., Notary in Jakarta, while JTT and MPTIS have signed Deed of Conditional Share Subscription Agreement No. 88 dated 28 June 2024, made before Ashoya Ratam, S.H., M.Kn., Notary in Jakarta. After the Transaction is conducted the Company shall remain the sole controller of JTT and JTT's financial statement shail remain consolidated into the Company's financial statement. The Transaction is a material transaction as referred to in Article 3 paragraph (1) POJK No. 17/2020, as the total value of the transaction is IDR15,325,000,000,000 (fifteen trillion three hundred tweniy five billion Rupiah), which is eguivalent to 38.594 of the Company's eguity in accodance with the Company's Consolidated Audited Financial Statement as of 31 March 2024. Therefore, with reference to the provisions of Article 6 paragraph (1) POJK 17/2020, the Company is obligated to (a) engage an appraiser to determine the fair value of the material transaction objects and/or the reasonableness of the transaction concemed, (b) announce information disclosure on the material transaction to the public: and (c) submit the information disclosure as referred to in letter (b) and its supporting documents to OJK no later than 2 (two) business days after the date of the material transaction (in this case the date of the Transaction). In accordance with the provisions of POJK 17/2020, the Company is not reguired to obtain prior GMS approval to carry out the Transaction. however the Company has voluntarily held and obtained GMS approval in connection with the Transaction on 18 September 2024. The Board of Directors of the Company hereby announces the Information Disclosure with the intention of providing explanations, considerations, and reasons for the Transaction to the shareholders of the Company as part of fulfilling the Company's obligations to the provisions of POJK 17/2020. 1. DESCRIPTION OF THE TRANSACTION
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A. Date of Material Transaction On 27 September 2024, the Transaction has been conducted by executing: M (2) in connection with the Partial Sale of JTT Shares Owned by the Company: ta) (b) ( Shares Transfer Deed No. 08 dated 27 September 2024, by the Company and MUN for the transfer of 921,304,532 (nine hundred twenty one million three hundred four thousand five hundred thirty two) JTT shares owned by the Company, Shares Transfer Deed No. 06 dated 27 September 2024, by the Company and MPTIS for the transfer of 3,002,125,746 (three billion two million one hundred twenty five thousand seven hundred forty six) JTT shares owned by the Company: Shares Transfer Deed No. 07 dated 27 September 2024, by the Company and WIPL for the transfer of 2,276,612,025 (two billion two hundred seventy six million six hundred twelve thousand twenty five) JTT shares owned by the Company, which the shares transfer deeds mentioned above were all made by, and executed before, Titik Krisna Murti Wikaningsih, S.H., M.Kn., Notary in South Jakarta. in connection with the Issuance of New JTT Shares: Deed of Resolution of the Shareholders of JTT No. 10 dated 27 September 2024, made by, and executed before, Titik Krisna Murti Wikaningsih Hastuti, S.H., M.Kn., Notary in South Jakarta (“Deed of Resolution of the Shareholders of JTT”). We also need to convey that the Deed of Resolution of the Shareholders of JTT, apart from containing approval, acknowledgment and ratification of the Issuance of New JTT Shares, also contains approval and ratification as well as other matters relating to the Partial Sale of JTT Shares Owned by the Company,which deed has been reported/notified to MOLHR on 27 September 2024, and has been received by MOLHR in accordance with (a) Letter of Notification Receipt of Amendment to the Company's Articles of Association No. AHU- AH.01.03-0196218 dated 27 September 2024 and (b) Letter of Notification Receipt of Change of Company's Data No. AHU-AH.01.09-0256987 dated 27 September 2024. Material Transaction Object ta) and &) in connection with the Partial Sale of JTT Shares Owned by the Company, which is 6,200,042,303 (six billion two hundred million forty two thousand three hundred three) shares of JTT owned by the Company or eguivalent to 30.1895. in connection with the Issuance of New JTT Shares, which is 1,208,585,244 (one 4
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billion two hundred eight million five hundred eighty five thousand two hundred forty four) new shares issued by JTT. Material Transaction Value The total value of the Transaction is IDR15,328,000,000,000 (fifteen trillion three hundred twenty five billion Rupiah), with details as follows: ta) The value of the Partial Sale of JTT Shares Owned by the Company is IDR12,825,000,000,000 (twelve trillion eight hundred twenty five billion Rupiah) before tax, subject to the applicable provisions in PPJB: and (b) The value of Issuance of New JTT Shares is IDR2,500,000,000,000 (two trillion five hundred billion Rupiah). Transaction Parties In connection with Partial Sale of JTT Shares Owned by the Company 1. PT Jasa Marga (Persero) Tbk a. Address : Plaza Tol Taman Mini Indonesia Indah, Jakarta 13550 b. Phone Number 1 16221 841 3630 G. E-mail address : sekper@jasamarga.co.id d. Main Business : 1. Toll Roads Activities Activities 2. Holding Company Activities e. Board Composition : Board of Commissioners President : | Mohammad Zainal Commissioner Fatah Commissioner : | M. Roskanedi Commissioner 2 | Raja Erizman Independent : | Chandra Wijaya Commissioner Independent : | Seppaiga Ahmad Commissioner Independent : | Marsetio Commissioner Independent : | Abdul Rachman Commissioner Board of Directors President Director : | Subakti Syukur Finance and Risk 1 | Pramitha
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f. Shareholding Composition PT Margautama Nusantara Address Phone Number E-mail address Main Business Activities Board Composition Management Director Wulanjani Business Mohamad Agus Development Director Setiawan Business Director Reza Febriano Operations Director Fitri Wiyanti Director of Human Bagus Cahya Capital & Arinta B. Transformation Name of Shares Composition Shareholders (Yo) The 5,080,509,840 70Yo Government of the Republic of Indonesia | Public 2,177,361,360 3076 Total | 7,257,871,200 10075 Eguity Tower, Lantai 38, Sudirman Central Business District, Jl. Jend. Sudirman Kav.52-53, Jakarta, Indonesia (t62 21) 515 0100 Fax. (#62 21) 515 1221 information@margautamanusantara.com Toll road concession Board of Commissioners Commissioner : | Rogelio Lazo Singson Commissioner M. Ramdani Basri Commissioner Arie Setiadi Moerwanto Commissioner Christopher Daniel Cabrera Lizo Commissioner Mark Lim Tze Han Board of Directors Director Omar Danni Hasan Director Ricky Camelien Director Anton Sujarwo Director Joko Santoso
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3. f Shareholding Compesition Director Denn Charly Gonzales Espanola Director Amadeo Navaita Bejec Director Francis Emmanuel Dalupan Rojas Director Nelson Najera Delos Reyes Name of Shares | Composition Shareholders (72) PT Nusantara | 3,514 43.39Yo | Infrastructure Tbk Warrington 2,673 33.00Y9 Investment Pte. Ltd PT Metro Pacific | 1,437 17.740 Tollways | Indonesia Services 00 Japan 199 2.46Yo Expressway Internationa! Co. Luta | Japan Overseas | 198 2.45Y6 Infrastructure Investment for Transport and | Urban Development West Nippon | 77 0.95Y9 Expressway Co. Ltd — Tn Sadikin Aksa | 1 0.01Y0 Total | 8,099 100.005 PT Metro Pacific Tollways Indonesia Services a b. Phone Number Cc. Address E-mail address Eguity Tower, Lantai 38, Sudirman Central Business District, Jl. Jend. Sudirman Kav.52-53, Jakarta, Indonesia #6221 515 0100 contact@ptmptis.com
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d. Main Business : « Management consulting services Activities «Toll road activities e. Board Composition 1 Board of Commissioners Commissioner 2) Rogelio L. Singson Board of Directors Director : | Denn Charly G. Espanola Director : | Amadeo N. Bejec Director 2 | Christoper C. Lizo Director : | Francis D. Rojas f. Shareholding : Name of Shares | Composition Composition Shareholders (V2) Metro Pacific | 1,089,999 99.IIII YA Tollways Asia, Corporation PTEszl1D. Rogelio L. 1 0.0001xx Singson Total | 1,090,000 100.0000”o 4. Warrington Investment Pte., Ltd. a. Address : 168 Robinson Road, #37-01 Capital Tower, Singapura 068912 b. Phone Number 1 (65) 6889 888 G. E-mail address : GrpGICPEI SPOMIdOfficelnfra@gic.com.s d. Main Business : Investment Holding Activities e. Board Composition 1 Board of Directors Director : | Nicole Goh Phaik Khim Director : | Jason Chan Sian Chuan f£ Shareholding : Name of Composition Composition Shareholders (v2) GIC Infra Holdings Pte. 10076 Ltd. Total 1005 In connection with the Issuance of New JTT Shares
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PT Jasamarga Transjawa Tol a. Address b. Phone Number c. E-mail address d. Main Business Activities e. Board Composition (before Transaction) f Board Composition (after Transaction) f. Shareholding Compasition (before Plaza Tol Jakarta-Cikampek, Jl. Teuku Umar, Sepanjang Jaya, Rawalumbu, Bekasi, 17114 “6221 821 6515 jasamarga.transjawa@jasamarga.co.id 1. Toll Roads Activities 2. Holding Company Activities Board of Commissioners President 2 Commissioner Gandes Aisyaharum Commissioner Reza Febriano Board of Directors President Director Rudi Kurniadi Operations Director Pratomo Bimawan Putra Finance and Risk Siti Sarah Management Director Board of Commissioners President : | Gandes Commissioner Aisyaharum Commissioner Reza Febriano Commissioner Francis D. Rojas Board of Directors President Director Rudi Kurniadi Operations Director Pratomo Bimawan Putra Finance Director Siti Sarah | Director Business and Omar Danni Hasan | Strategy Director of Risk and Denn Chariy Compliance Gonzales Espanola Name of Shares Composition Shareholders (2)
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Transaction) Perseroan 20,340,489,661 | 99.005 KKJM 205,459,492 | 1.004 Total 21,754,534,397 | 100Yo “KKJM: Koperasi Konsumen Karyawan Jalin Margasejahtera 9. Shareholding Name of Shares Composition Composition Shareholders (ve) (after | Perseroan — | 14,140,447,358 | 65.007 Transaction) | MPTIS 4,416,170,482 | 20.300Y4 WIPL 2,276,612,025 | 10.465 MUN 921,304,532 | 4.235Y (“Total 21,754,534,397 | 1007 6. PT Metro Pacific Tollways Indonesia Services (for details of MPTIS, please refer back to Chapter II, Section D, number 3 of this Information Disclosure). E. Additional Information As a result of the Transaction, the ownership structure of JTT which prior to the Transaction was 99x owned by the Company and 1x by Koperasi Konsumen Karyawan Jalin Margasejahtera will be as follows: Name of Shareholders Shares Composition (Y:) Company 14, 140,447,358 65.000 (MPTIS 4,416,170,482 20.30076 | WIPL 2.276,612,025 10.465Y4 MUN 921,304,532 4.235Y0 TOTAL 21,754,534,397 | 100.000”5 In addition, as a result of the Transaction, the Shareholders Agreement Deed No. 89 dated 28 June 2024, made before Ashoya Ratam, S.H., M.Kn., Notary in Jakarta, which has been signed by the Company, MUN, MPTIS, and WIPL, will immediately become effective from 27 September 2024 (which is the date Transaction).. 1. DESCRIPTION, CONSIDERATIONS, AND REASONS FOR THE TRANSACTION As a government agent, the Company is expected to continue to grow through the development of new toll projects. However, with the condition of the Company in a high leverage position, it is essential to determine a funding strategy to fulfill the pipeline of new projects. Meanwhile, in the next few years, the Company wili continue constructing 5 new toll road sections whose concessions are already owned by the Company (concession section) and has 2 potential sections that are being explored (potential section). The large funding needs will certainly put pressure on the Company's financial ratios (especially debt ratics) in the future, especially once the new toll road sections are operational. To maintain the financial ratio at an optimal level, the Company plans to conduct eguity- based financing for JTT by finding strategic investors. JTT was formed as a subholding platform for the Transjawa section, where the Company has 10
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conducted a spin-off of 4 (four) operating segments and 9 (nine) shareholdings in the Transjawa section to JTT. JTT which operates in the Transjawa region has a high investment attractiveness resulting from, among others, strategic location, large market share, fully Operating toll road assets, growing dividends, long remaining concession period, while still being controlled by the Company as the toll road Industry Leader in Indonesia. The eguity financing transaction was carried out in 3 (three) phases marked by the acceptance of non-binding offer, which was followed by the evaluation of offers and shortlist selection of potential investors, the acceptance of binding offer, which was submiited after the due diligence process and followed by the evaluation of offers and selection of preferred bidder, and the signing of transaction documents, which was carried out after the negotiation process and fulfillment of reguirements. In accordance with the transaction process, the eguity financing transaction was completed on 27 September 2024 with the signing of the transaction documents. The eguity financing transaction is a divestment of share ownership of up to 34.00Y5 shares at the JTT level through a combination of the sale of old shares by the Company amounting to 30.184 ownership and the issuance of new shares by JTT amounting to IDR2.5 trillion which will dilute the Company's ownership by 3.824 so that the Company's ownership in JTT which was previously 99.0075 to 65.00Y5. Proceeds received by the Company from the sale of old shares amounting to IDR12.82 trilion and will be used to reduce the portion of debt at the Parent level (deleveraging) which will maintain the Company's gearing ratio and create room for additional debt in the future which will be used to build the planned new sections. Meanwhile, the proceeds received by JTT from the issuance of new shares amounted to Rp2.5 trillion in relation to the buyback of the Mandiri Infrastruktur Ekuitas Transjawa Limited Participation Fund (RDPT MIET) and the Infrastructure Fund Collective Investment Contract (KIK-Dinfra). The buyback of ROPT-MIET was completed in 2023 with avalue of Rp1.8 trilion and the buyback of KIK-DINFRA will be completed in 2024 with a total value of Rp0.7 trillion through a bridging loan, so that JTT reguires proceeds of Rp2.5 trillion from eguity financing to replace the portion of debt used to fund the buyback of RDPT-MIET and KIK-DINFRA. The payment for the Issuance of New JTT Shares will be made in full at Closing. Meanwhile, the payment for the Partial Sale of JTT Shares Owned by the Company will be conducted in 2 stages of payment and in accordance with the provisions in the PPJB with the following details as follows: No. Payment to the Company Payment Amount 1. | Initial Consideration : Ka IDR6,727,000,000,000 2. | Deferred Consideration”" IDR6,098,000,000,000 Total Payment to the Company IDR12,825,000,000,000 No. Payment to JTT Payment Amount 1. | Consideration ma 0 IDR2,500,000,000,000 Total Payment to JTT — 1DR2,500,000,000,000 | ——emmemala La "As guaranteed by the Standby Lefter of Credit (SBLC) which is fulfilled by MPTIS and Warrington, in accordance with the provisions in PPJB. Following the completion of the transaction will further strengthen the Company's capital structure. This will be reflected in an improved solvency ratio and enhancing the funding capacity to prepare for the construction of the planned new sections. F TRANSACTION OBJECT IV. SUMMARY OF APPRAISER'S REPORT ON APPRAISA “1
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In connection with the proposed sale of JTT shares, the Public Appraisal Service Office Budi, Edy, Saptono and Partners (KJPP BEST) has issued an appraisal report on JTT shares based on the report No. 00212/2.0033-00/BS/03/0440/1/1X/2024 dated 13 September 2024 (“Appraisal Report”) on the appraisal of JTT shares. The following is a summary of the appraisal report of the JTT share: A. Appraisal Object The appraisal object is 34.00 of the Company's shares which is minority sharehclding. 8. Purpose of Appraisal The purpose of this appraisal is to provide an opinion on the Market Value of 34.004 of the Company's shares, in relation to the purpose of sale and purchase transactions in public companies. Cc. Approach and Methods In appraising the Company's shares, we use the Income Approach through the Discounted Cash Flow (DCF) method and the Market Approach through the Guideline Publicly Traded Company Method (GTC). D. Definitions and Basis of Appraisal Used In this appraisal, the basis valuation used is “Market Value”, which is defined as follows : Market Value is an estimation of the amount of money on the appraisal date (cutoff date) that can be obtained from a sale and purchase transaction of the appraisal object between a buyer who is interested in buying (willing buyer) and a seller who is interested in selling (willing seller) in atransaction that is feasible and reasonable. E. Appraisal Date The cutoff date is the date on which the Value, appraisal results, or calculation of economic benefits is declared. In this report, the appraisal date is as of 31 March 2024, where the cutoff is based on consideration of the interest and purpose of the appraisal. F. Valuation Conclusion Based on the calculation by utilizing the approach and valuation method mentioned above, and by considering various factors that affect the value and by referring to the assumptions and restricted conditions attached to this report, the opinion of the Market Value of 34.00 Shares of PT Jasamarga Transjawa Tol as of 31 March 2024 is IDR13,481 ,348,000,000,-. V. SUMMARY OF APPRAISER'S REPORT ON THE FAIRNESS OF THE TRANSACTION In connection with the Proposed Transaction, the Public Appraisal Service Office Budi, Edy, Saptono and Partners (KJPP BEST) has issued a fairmess opinion report No. 00213/2.0033-00/BS/03/ 0440/1/1X/2024, dated 14 September 2024 (“Fairness Opinion Report”). The following is a summary of the fairness opinion report: 12
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Identity of Transaction Parties In the Proposed Transaction, the related parties are as follow: The Company as the seller and the Consortium as the buyer of JTT shares. MPTIS is the party intending to subscribe all shares to be issued by JTT. Fairness Opinion Object The object of the Proposed Transaction in the preparation of this fairness opinion isas follows: Proposed sale of 6,200,042,303 shares of JTT by the Company. The plan to issue 1,208,585,244 new shares by JTT. Purpose of Fairness Opinion The purpose of preparing the fairness opinion is to provide an overview of the fairness of the Company's Proposed Transaction. Assumptions and Main Limit Conditions The business appraisal report is a non-disclaimer opinion. We have prepared this fairness opinion report to fulfill the reguirements, particularly to support the Company in obtaining and independent assesment in relation to the Proposed Transaction, where this fairness opinion is addressed to shareholders, and not intended for any other purposes. If there are other parties use this report far other purposes, then we declare that this report cannot be used, including as a reference or shown to other parties, except for court orders or authorities, without our written permission. KJPP BEST is not responsible for any use of the contents of this report by parties outside the Company. In conducting professional duties, the appraiser has carried out the appraisal independently. The appraiser has reviewed the documents used in the valuation process. The data and information obtained are from sources that can be trusted for accuracy. The business appraiser is responsible for the implementation of the appraisal and the reasonableness of the financial projections. The business appraisal report is available to the public unless it contains confidential information that may affect the company's operations. The business appraiser is responsible for the fairness opinion report. We have obtained information that there are no legal issues on the appraisal object. The fairness opinion report which states the results of this analysis, opinion and conclusion, is prepared in accordance with the Indonesian Appraisal Standards (SPI) VII-2018 Edition and POJK No. 35/POJK.04/2020 concerning Appraisal and Presentation of Business Appraisal Reports in the Capital Market. We are not responsible for reaffirming or supplementing this appraisal as a result of subseguent event. The JTT share appraisal report prepared by KJPP Budi, Edy, Saptono and Partners, isa appraisal of 34.009 of shares as of 31 March 2024. Company's Pro Forma Report as of 31 March 2024, prepared by the Management of 13
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VI. the Company. # Using adjusted financial projections that reflect the reasonableness of financial projections made by management with its achievement ability (fiduciary duty). # Data on financial statement projections before and after the transaction and the financiat impact of the Proposed Transaction is obtained from the Company's Management Fairness Opinion Approach and Methods The method used to prepare the report involved combining guantitative and gualitative information based on data obtained from the Company's Management and other relevant and competent external parties. The assessment conducted focuses on very substantial aspects as well as approach that is most likely to be applied, without reducing the validity of the assessment results. In preparing the Fairness Opinion on this Proposed Transaction, the Appraiser has conducted the following analysis: # Transaction Analysis # Gualitative Analysis e Ouantitative Analysis e Transaction Fairness Analysis Fairness Opinion Conclusion Based on the transaction analysis, gualitative analysis, guantitative analysis and transaction fairness analysis, we are in the opinion that the material Proposed Transaction to be carried out by PT Jasa Marga (Persero), Tbk is reasonable. EMENT OF THE BOARD OF COMMISSIONERS AND BOARD OF DIRECTORS OF THE COMPANY The Board of Directors of the Company states that this Transaction is a Material Transaction as referred to in POJK No. 17/2020. The Board of Directors and the Board of Commissioners of the Company, either individually or jointly declare that: kg) (2) This transaction is not an affiliated transaction and does not contain a conflict of interest as referred to in POJK No. 42/2020: and All material information has been disclosed in this Information Disclosure and such information is not misleading.
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VII. ADDITIONAL INFORMATION In the event that the shareholders of the Company reguire further information, ihey may contact the Company at the address of: PT Jasa Marga (Persero) Tbk Plaza Tol Taman Mini Indonesia Indah, Jakarta 13550 Telp.: (021) 841-3630, 841-3526 Website: www.jasamarga.com Email: sekper@jasamarga.co.id Jakarta, 30 September 2024 PT Jasa Marga (Persero) Tbk Nixon Sitorus Corporate Secretary & Chief Administration Officer 13 ali 15
Names mentioned 37 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×5
unresolved
org
JASAMARGA Indonesia Highway Corp.
p.1
unresolved
org
PT Jasamarga Transjawa Tol MOLHR
p.2
unresolved
org
Minister of Law and Human Rights
p.2
unresolved
person
Ashoya Ratam
· Notaris
p.3 ×7
unresolved
person
Titik Krisna Murti Wikaningsih Hastuti
p.4 ×4
unresolved
org
Government of the Republic of Indonesia
p.6
unresolved
—
Navaita Bejec Director Francis Emmanuel Dalupan Roj
· Director
p.7 ×2
unresolved
org
Infrastructure Tbk
p.7
unresolved
org
PT Metro Pacific
p.7
unresolved
org
Metro Pacific | 1,437 17.740
Tollways
| Indonesia
p.7
unresolved
org
Expressway Co. Ltd
p.7
unresolved
org
PT Metro Pacific Tollways Indonesia Services
p.7 ×2
unresolved
org
Koperasi Konsumen Karyawan Jalin Margasejahtera
p.10 ×2
unresolved
org
Mandiri Infrastruktur Ekuitas Transjawa Limited
p.11
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