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20260525_BISI_Ringkasan Risalah//Risalah RUPS_32094346_lamp5.pdf
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SUMMARY OF MINUTES OF
ANNUAL GENERAL MEETINGS OF SHAREHOLDERS
PT BISI International Tbk
Directors of PT BISI International Tbk (the “Company”) hereby informs to all the shareholders of the
Company on the summary of minutes of Annual General Meetings of Shareholders (“Meeting”) as follows:
1. The Meeting has been convened at Jl. Ancol VIII/1, Jakarta 14430, on Friday, 22 May 2026, at 14.10
Western Indonesia Time until 15.07 Western Indonesia Time.
Agendas of the Meeting were:
(1) Approval of the Company's Annual Report for the year 2025 and ratification of the Company's
Financial Statements for the year 2025.
(2) Approval of the determination of the use of the Company's net profit for the year 2025.
(3) Approval of the appointment of Public Accountant to audit the Company's Financial Statements for
the year 2026.
(4) Approval of changes in the composition of the members of the Directors and Board of Commissioners
of the Company.
(5) Approval of changes to the Company's Articles of Association.
2. The members of the Company's Directors and Board of Commissioners who were present at the Meeting
were Mr. Agus Saputra Wijaya as President Director, Mr. Putu Darsana as Director, Mr. Arief Tonny
Kusuma as Director, Mr. Burhan Hidayat as Independent Commissioner and Mr. Sunardi as Independent
Commissioner.
3. The Meeting was attended by shareholders or their representatives who have valid voting rights
amounted of 2,481,417,366 shares or equivalent to 82.71% of the total number of shares with valid voting
rights that have been issued by the Company.
4. The Meeting has provided an opportunity for shareholders to ask questions and/or provide opinions
regarding each agenda of the Meeting.
5. There was 1 shareholder who asked questions and/or provided opinions on the first agenda of the
Meeting.
6. The decision-making mechanism in the Meeting is carried out by means of deliberation for consensus
and if deliberation to reach consensus is not reached, then a vote is carried out.
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7. The voting results for each agenda of the Meeting are as follows:
Agenda Agree Disagree Abstain
First Agenda of the Meeting 2,410,991,666 votes (97.16%) 0 votes (0.00%) 70,425,700 votes (2.84%)
Second Agenda of the Meeting 2,412,543,866 votes (97.22%) 0 votes (0.00%) 68,873,500 votes (2.78%)
Third Agenda of the Meeting 2,385,592,700 votes (96.14%) 26,951,166 votes (1.08%) 68,873,500 votes (2.78%)
Forth Agenda of the Meeting 2,412,543,866 votes (97.22%) 0 votes (0.00%) 68,873,500 votes (2.78%)
Fifth Agenda of the Meeting 2,386,297,703 votes (96.16%) 26,246,163 votes (1.06%) 68,873,500 votes (2.78%)
8. The resolutions for each agenda item of the Meeting are as follows:
First Agenda of the Meeting:
(1) Approved and accepted the Company's Annual Report for the financial year ending on December
31, 2025, including the Directors' Report and ratified the Supervisory Report of the Company's Board
of Commissioners.
(2) Ratified and accepted the Company's Financial Statements for the financial year ending on
December 31, 2025 which has been audited by the Purwanto Susanti and Surja Public Accounting
Firm, as stated in its report No. 00183/2.1505/AU.1/01/0701-3/1/III/2026 dated 16 March 2026 with
an unmodified audit opinion, thereby releasing members of the Directors and Board of
Commissioners of the Company from all responsibilities and obligations (acquit et de charge) for the
management and supervision actions they have carried out during the 2025 financial year, as long
as their actions are listed in the Company's Financial Statements for the 2025 financial year and
these actions are not criminal acts.
(3) Approved to grant power of attorney to the Company's Directors with the right of substitution to state
the decisions of the Meeting regarding the agenda of this Meeting in a separate deed before a Notary
and to notify the Ministry of Law of the Republic of Indonesia regarding the approval of the Annual
Report, as well as to take the necessary actions and requirements by all applicable laws and
regulations.
The Second Agenda of the Meeting:
Approved the use of net profit for the year 2025:
(1) Distribution of cash dividends of Rp26 (twenty six Rupiah) per share or 40.99% of the profit for the
year attributable to owners of the parent entity for the year 2025, which was paid for 3,000,000,000
shares or a total of Rp78,000,000,000 and grant power to the Directors to determine the schedule
and procedure for the distribution of the dividend in accordance with the provisions of the prevailing
laws and regulations in the capital market sector.
(2) The remaining profit shall be allocated for the retained earnings.
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The Third Agenda of the Meeting:
(1) Approved to authorize the Company's Board of Commissioners, taking into account the
recommendations of the Audit Committee, to (i) appoint a Public Accountant and/or Public
Accounting Firm that will provide audit services on the Company's Financial Statements for the year
2026 with the criteria that the Public Accountant is a person who has obtained a license to provide
services as regulated in the provisions of the laws and regulations regarding public accountants and
is registered with the OJK and is a registered partner at the Purwanto Susanti and Surja Public
Accounting Firms and (ii) appoints a substitute Public Accountant and/or Public Accounting Firm if
the Public Accountant and/or the appointed Public Accounting Firm are unable to carry out their
duties for any reason.
(2) Approved to authorize the Directors of the Company to determine the amount of honorarium to be
paid to the Public Accountant, for their services.
The Forth Agenda of the Meeting:
(1) Approved (a) resignation of Mr. Adhi Kristanto, STP, MP as Company’s Director; (b) resignation of
Mr. Lie Suhanto as Company’s Vice President Commissioner; (c) appointment of Mr. Ronald M.
Purba as Company’s Director; (d) appointment Mr. A. Novia Edi Maharanto as Company’s Director;
and (e) appointment of Mr. Teddy Fadil as Company’s Vice President Commissioner. All with a term
of office until the closing of the Company's Annual General Meeting of Shareholders for the year
2028.
The composition of the members of the Directors and Board of Commissioners of the Company as
of the closing of this Meeting until the closing of the Company's Annual General Meeting of
Shareholders for the year 2028, is as follows:
President Director : Mr. Agus Saputra Wijaya
Director : Mr. Putu Darsana
Director : Mr. Arief Tonny Kusuma
Director : Mr. Ronald M. Purba
Director : Mr. A. Novia Edi Maharanto
President Commissioner : Mr. Tjiu Thomas Effendy
Vice President Commissioner : Mr. Teddy Fadil
Independent Commissioner : Mr. Burhan Hidayat
Independent Commissioner : Mr. Sunardi
(2) Approved to grant power of attorney with the right of substitution to the Company’s Directors to
declare changes in the composition of the Directors and Board of Commissioners in a separate deed
before a Notary and arrange for notification and registration to the competent authority regarding
changes in the composition of the Directors of the Company above as required by laws that apply to
the Company.
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The Fifth Agenda of the Meeting:
(1) Approved the amendment to Article 3 of the Company's Articles of Association to be adjusted to the
Regulation of the Central Statistics Agency No. 7 of 2025 concerning the Indonesian Standard
Classification of Business Fields while still considering the provisions of applicable laws and
regulations and not changing the purpose and objectives and business activities as referred to the
provisions of OJK Regulation No. 17/POJK.04/2020 concerning Material Transactions and Changes
in Business Activities ("POJK 17"), thus not subject to POJK 17.
(2) Approved to re-arrange all provisions in the Company's Articles of Association in connection with the
changes as referred to in point (a) above, the attachment of which is the entire Articles of Association
as attached to the minutes of the Notary deed.
(3) Approved to grant power and authority to the Company's Directors with the right of substitution, to
carry out all necessary actions related to the amendment to the Articles of Association in accordance
with applicable laws and regulations, including reaffirming all provisions of the Articles of Association
in a Notarial Deed in accordance with the requirements specified in the system issued by the Ministry
of Law of the Republic of Indonesia and to process the receipt of notification and approval to the
Ministry of Law of the Republic of Indonesia in accordance with applicable laws and regulations.
Sidoarjo, 25 May 2026
The Directors of PT BISI International Tbk
Names mentioned 14 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Ministry of Law
p.2 ×2
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person
Tjiu Thomas Effendy Vice
p.3 ×2
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person
Teddy Fadil Independent
p.3 ×3
unresolved
person
Burhan Hidayat Independent
· Independent Commissioner
p.3 ×3
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12 Sep 2026 22:18
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