20260604_KAEF_Ringkasan Risalah//Risalah RUPS_32097247_lamp3.pdf

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ANNOUNCEMENT
SUMMARY OF MINUTES OF GENERAL MEETING OF SHAREHOLDERS
OF FISCAL YEAR 2025
PT KIMIA FARMA (PERSERO) Tbk

The Board of Directors of PT Kimia Farma (Persero) Tbk (hereinafter referred to as the
“Company”), having its domicile in Central Jakarta, hereby announces that the Board of Directors
has convened the Company’s General Meeting of Shareholders of the Company for the Fiscal
Year 2025 (hereinafter referred to as the “Meeting”) on:
Day/Date : Wednesday, June 3, 2026
Time : 14.53 WIB until 17.56 WIB
Venue : Access the KSEI Electronic General Meeting System
(eASY.KSEI) via the link: https://akses.ksei.co.id/ provided by
KSEI
The Meeting was chaired by Mr. Stefan Looho, as the President Commissioner, concurrently
serving as the Independent Commissioner of the Company, based on the resolution of the Board
of Commissioners Number: KEP-003/KOM-KF/V/2026 dated May 22, 2026, regarding the
Appointment of the Chairperson of the Extraordinary General Meeting of Shareholders of
PT Kimia Farma (Persero) Tbk.
A. Attendance of Board of Commissioners and Board of Directors
The Meeting was physically attended by 5 (five) members of the Board of Commissioners and
6 (six) members of the Board of Directors as follows:
Board of Commissioners Board of Directors
President Mr. Stefan Looho President Director Mr. Djagad
Commissioner, Prakasa Dwialam
concurrently serving
as Independent
Commissioner
Commissioner Mrs. Sumarjati Director of Finance Mr. Willy Meridian
Arjoso and Risk Management
Independent Mrs. Diah Director of Portfolio, Mrs. Jasmine
Commissioner Kusumawardani Product, and Service Kamiasti Karsono
Independent Mr. Fachmi Idris Director of Production Mr. Hadi Kardoko
Commissioner and Supply Chain
Commissioner Mr. Suprianto Director of Human Mr. Disril Revolin
Resources Putra
Director of Mr. Hanadi Setiarto
Commercial

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B. Attendance Quorum of the Shareholders
   Pursuant to Article 26 paragraph (1) of the Company’s Articles of Association and Article 86
   paragraph (1) of Law Number 40 of 2007 concerning Limited Liability Companies, as amended
   by Law Number 6 of 2023 concerning the Stipulation of Government Regulation in Lieu of Law
   Number 2 of 2022 concerning Job Creation into Law (“Company Law”), for Agenda Items 1, 2,
   3, 4, and 5, the Meeting may be convened if attended by Shareholders representing more than
   ½ (one-half) of the total shares with valid voting rights.
   Pursuant to Article 26 paragraph (2) of the Company’s Articles of Association and Article 89
   paragraph (5) of the Company Law, for Agenda Item 6, the Meeting may be convened if
   attended by the Series A Dwiwarna Shareholder and the other Shareholders and/or their lawful
   proxies representing at least ¾ (three-fourths) of the total shares with valid voting rights.
   Pursuant to Article 26 paragraph (4) of the Company’s Articles of Association and Article 86
   paragraph (1) of the Company Law, for Agenda Item 7, the Meeting may be convened if
   attended by the Series A Dwiwarna Shareholder and the other Shareholders and/or their lawful
   proxies representing more than ½ (one-half) of the total shares with valid voting rights.
   Based on the Shareholders Register as of the Recording Date, namely Monday, 11 May 2026,
   and the Attendance List received from PT Datindo Entrycom as the Company’s Share Registrar,
   we hereby report that the Shareholders present and/or represented at this Meeting, whether
   physically present (offline), electronically present (online), or granting proxy through the e-Proxy
   eASY.KSEI facility, consist of 1 (one) Series A Dwiwarna share and 5.000.237.899 (Five billion
   two hundred thirty-seven thousand eight hundred ninety-nine) Series B shares, or in total
   5.000.237.900 (Five billion two hundred thirty-seven thousand nine hundred) shares,
   representing 89,8258753% of 5.566.589.677 (five billion five hundred sixty-six million five
   hundred eighty-nine thousand six hundred seventy-seven) shares, being the total number of
   shares with valid voting rights issued by the Company up to the date of the Meeting, consisting
   of:
     • 1 (one) Series A Dwiwarna share; and
     • 5.566.589.676 (five billion five hundred sixty-six million five hundred eighty-nine thousand
         six hundred seventy-six) Series B shares,
   with a nominal value of Rp100 (one hundred Rupiah) per share, constituting the total number of
   shares issued by the Company up to this date.


C. Meeting Agendas and Brief Explanation:
   1. Approval of the Company’s Annual Report for Fiscal Year 2025 and Ratification of
      the Company’s Consolidated Financial Statements for Fiscal Year 2025, the Board of
      Commissioners’ Supervisory Duties Report for Fiscal Year 2025, as well as
      Ratification of the Report on the Implementation of the Micro and Small Business
      Funding Program (Program Pendanaan Usaha Mikro dan Usaha Kecil/PUMK), and
      the granting of full release and discharge (volledig acquit et de charge) to the Board
      of Directors for the management actions of the Company and to the Board of
      Commissioners for the supervisory actions of the Company carried out during Fiscal
      Year 2025.


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   Brief Explanation:
   1. Pursuant to Article 12 paragraph (2) letter b in conjunction with Article 19 and Article 22
      paragraph (2) of the Company's Articles of Association, as well as Law Number 40 of
      2007 concerning Limited Liability Companies, as amended (the "Company Law"), it is
      stipulated that:
          a) the Board of Directors shall submit the Annual Report to the General Meeting of
             Shareholders (“GMS”) after it has been reviewed by the Board of Commissioners;
          b) the approval of the Annual Report, including the ratification of the financial
             statements and the report on the Supervisory Duties of the Board of
             Commissioners, shall be carried out by the GMS.

   2. Article 33 paragraph (1) of the Regulation of the Minister of State-Owned Enterprises
      Number PER-1/MBU/03/2023 of 2023 concerning Special Assignments and the Social
      and Environmental Responsibility Program of State-Owned Enterprises (“PerMen
      BUMN 01/2023”) stipulates that the financial statements and the report on the
      implementation of the SOE Social and Environmental Responsibility Program (TJSL
      BUMN) shall form an integral part of the quarterly reports and annual performance
      reports of SOEs, which shall be set out in a separate chapter.

2. Determination of the Salary/Honorarium, including Facilities and Allowances for
   Fiscal Year 2026, as well as Performance-Based Remuneration for Fiscal Year 2025
   for the Management of the Company.
   Brief Explanation:
   Pursuant to the Company’s Articles of Association, the Salary/Honorarium, Allowances and
   Facilities of the Board of Commissioners and the Board of Directors of the Company, as
   well as tantiem, must be resolved by the General Meeting of Shareholders (“GMS”).

3. Determination of the Public Accountant and/or Public Accounting Firm to Audit the
   Company’s Consolidated Financial Statements and the Financial Statements of the
   PUMK Program for Fiscal Year 2026.
   Brief Explanation:
   Pursuant to Article 22 of the Company’s Articles of Association and Article 59 paragraph
   (1) of Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the
   Planning and Conduct of General Meetings of Shareholders of Public Companies, the
   appointment and dismissal of a Public Accountant and/or Public Accounting Firm that will
   provide audit services on annual historical financial information must be resolved at the
   General Meeting of Shareholders (“GMS”) of the Public Company by taking into
   consideration the proposal of the Board of Commissioners.

4. Delegation of Authority to Approve the Company's Long-Term Plan (Rencana Jangka
   Panjang Perusahaan or "RJPP") for the 2026–2030 Period and the Company's Work
   Plan and Budget (Rencana Kerja dan Anggaran Perusahaan or "RKAP") for Fiscal
   Year 2027, including any amendments thereto, from the General Meeting of
   Shareholders ("GMS") to a party designated by the GMS.

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   Brief Explanation:
   Based on Article 17 paragraph (3) of the Company's Articles of Association concerning the
   Company's Long-Term Plan (RJPP) and Article 18 paragraph (2) concerning the
   Company's Work Plan and Budget (RKAP), it is stipulated that the RJPP and RKAP shall
   be approved by the GMS.

5. Report on the Implementation of the Conversion of Mandatory Convertible Bonds
   (OWK) into shares to increase the Company's capital, as well as approval of the
   granting of authority to the Company's Board of Commissioners to state the amount
   of the increase in issued and paid-up capital.
   Brief Explanation:
   Pursuant to Article 41 paragraphs (1) and (2) of Law Number 40 of 2007 concerning Limited
   Liability Companies, it is stipulated as follows:
    1) Any increase in the Company’s capital shall be carried out based on the approval of
        the GMS.
    2) The GMS may delegate authority to the Board of Commissioners to approve the
        implementation of the GMS resolution as referred to in paragraph (1) for a period of no
        longer than 1 (one) year.

6. Report on the Implementation of the Transfer/Disposal and Write-Off of the
   Company’s Assets representing more than 50% of the Company’s net assets, as
   approved in the Extraordinary General Meeting of Shareholders (“EGMS”) of the
   Company dated 3 November 2025.
   Brief Explanation:
   The Company has obtained approval from the Extraordinary General Meeting of
   Shareholders (“EGMS”) held on 3 November 2025 to carry out the Transfer/Disposition and
   Write-Off of the Company’s Assets representing more than 50% of the Company’s net
   assets for the Company’s purposes, which shall be conducted in the form of the sale of 38
   (thirty-eight) Company assets consisting of land and buildings, namely:
   a. 1 (one) land asset located in Cikarang with a value of Rp347 billion to PT Bio Farma
      (Persero), being the Company’s main shareholder with ownership of 89.82%, and
      therefore constituting an affiliated party.
   b. 37 (thirty-seven) other land and building assets to be disposed of through auction at the
      State Assets and Auction Service Office (Kantor Pelayanan Kekayaan Negara dan
      Lelang/KPKNL), which is planned to be conducted during the period from 2026 to 2029.
   The Company needs to report that, as of the date hereof, the transaction for the
   transfer/disposal and write-off of the Company's assets has not yet been implemented and
   will be carried out in compliance with the prevailing laws and regulations, including Financial
   Services Authority Regulation No. 42/POJK.04/2020 concerning Affiliated Transactions
   and Conflict of Interest Transactions and Financial Services Authority Regulation No.
   17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities.




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7. Changes in the Composition of the Company’s Management
Brief Explanation:
Referring to the Company’s Articles of Association, the Board of Commissioners and the
Board of Directors shall be appointed and dismissed by the GMS.

D. Opportunity for Questions and/or Opinions during the Meeting
1. Each Meeting Agenda is given the opportunity to ask questions.
2. Shareholders or their proxies have 3 (three) opportunities to submit questions and/or
opinions at each discussion session on each Meeting Agenda.
3. Submission of questions and/or opinions submitted orally cannot be responded to.
4. The Chairperson of the Meeting may limit the time in the question-and-answer program for
each Meeting Agenda.
5. The process of submitting questions and/or opinions for Shareholders who are physically
present at the Meeting (offline) is as follows:
a. The Chairperson of the meeting will ask the shareholders if they have any questions or
opinions to submit.
b. Questions and/or opinions that have been written by the Shareholders are submitted
to the officer to be submitted to the Notary and Chairperson of the Meeting or the party
appointed to provide an explanation.
6. The process of submitting questions and/or opinions for Shareholders electronically at the
Meeting through eASY.KSEI, is as follows:
a. Questions and/or opinions are submitted through the chat feature in the 'Electronic
Option' column available on the E-Meeting Hall screen at eASY.KSEI;
b. Questions and/or opinions can be submitted as long as the 'General Meeting Flow Text'
column has the status of "discussion started for agenda item no. […]”.
7. Questions and/or opinions that have been submitted by the Shareholders or their proxies
are then submitted to the Notary to examine their validity/authority.
8. Questions and/or opinions that have been examined by a Notary are submitted by officers
to the Chairperson of the Meeting. The Chairperson of the Meeting will then read out the
questions and/or opinions.
9. The Chairperson of the Meeting has the right to refuse to answer questions and/or opinions
that are not related to the Meeting Agenda being discussed or that have been previously
asked.
10. Members of the Board of Commissioners or members of the Board of Directors or parties
appointed by the Chairperson of the Meeting will answer questions or respond to opinions
that have been read out as referred to in point 9 above.
11. The Chairperson of the Meeting has the authority to take the necessary actions to maintain
the orderliness of the Meeting.

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