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20260522_INTP_Perubahan Pengurus_32094222_lamp1.pdf
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Jakarta, 21 May 2026 No. : O1/ITPV/2026 Subject : Resume of the Annual General Meeting of Shareholders of PT Indocement Tunggal Prakarsa Tbk. To: PT Indocement Tunggal Prakarsa Tbk. Wisma Indocement Building 13" floor, Jenderal Sudirman Street, Lot 70-71, Rukun Tetangga 003, Rukun Warga 003, Setia Budi Sub-District, Setiabudi District, South Jakarta Sincerely, Unofficial Translation We hereby convey the Resume of the Annual General Meeting of Shareholders for the financial year 2025 (“Meeting”) of “PT INDOCEMENT TUNGGAL PRAKARSA Tbk.”, domiciled in South Jakarta and having its address at Wisma Indocement Building, 13" Floor, Jenderal Sudirman Street, Lot 70-71, Rukun Tetangga 003, Rukun Warga 003, Setia Budi Sub-District, Setiabudi District, South Jakarta (the “Company”) as follows: A. Date, Time, Venue and Agenda The Meeting was held on: Day/date : Thursday, 21 May 2026 Time : 09.50 until 11.30 Western Indonesian Time Venue : Melati Room, Wisma Indocement Building Ground Floor, Jenderal Sudirman Street, Lot 70-71, Jakarta 12910 Meeting: s Agenda: . Approval of the Company's annual report including supervisory report of the Board of Commissioners and ratification of the Company's Consolidated Financial Statements for financial year 2025. 2. Appropriation of the Company's net profit for financial year 2025. 3. Appointment of public accountant and public accounting firm to audit the Company's book for financial year 2026. 4. Changes of the members of the Management of the Company. 5. Determination of the salary and other allowances for the Board of Directors and honorarium for the Board of Commissioners of the Company.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Notifications, Announcements, and Invitations for Meetings have been carried out in accordance with the provisions of the Company's Articles of Association and Financial Services Authority Regulation Number 15/POJK.04/2020 dated 20 April 2020 concerning the Plan and Implementation of the General Meeting of Shareholders of a Public Company (“POJK 15”), namely: NOTIFICATION regarding the Meeting's plan and agenda to Financial Services Authority (“OJK”) has been submitted by its letter number 052/ITP-CLCC/IV/2026 dated 07 April 2026 juncto letter number 055/ITP-CLCC/IV/2026 dated 14 April 2026, ANNOUNCEMENT to the shareholders had been published in Indonesia Stock Exchange (“BEI”) website, Indonesian Central Securities Depository (“KSEI”) website and the Company's website on 14 April 2026: and INVITATION to the shareholders to attend this Meeting, had been published in BEIs website, KSEI's website and the Company's website on 29 April 2026. B. The attendance of the Board of Commissioners and the Board of Directors The Meeting was attended by: Board of Commissioners: President Commissioner : Roberto Callieri Vice President Commissioner/ : Tedy Djuhar Independent Commissioner Vice President Commissioner/ : Simon Subrata Independent Commissioner Independent Commissioner : Franciscus Welirang Commissioner : Juan Francisco Defalgue Commissioner : Haji Suharso Monoarfa (on the Identity Card written as H Suharso Monoarfa) Board of Directors: President Director : Christian Kartawijaya Director : Hasan Imer Director : Troy Dartojo Soputro Director : Oey Marcos Director : Holger March Director : Sunnira Ly
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Cc. » Total and percentage of shareholders' attendance The Meeting has been attended or represented by shareholders whom totally owned 2,752,902,635 (two billion seven hundred fifty two million nine hundred two thousand six hundred thirty five) shares or 83.835”6 (eighty three point eight three five percent) of the total shares with valid voting rights issued by the Company amounting to 3,515,602,799 (three billion five hundred fifteen million six hundred two thousand seven hundred ninety nine) shares minus the shares controlled by the Company due to the repurchase of the Company's shares in the amount of 231,878,600 (two hundred thirty one million eight hundred seventy eight thousand six hundred) shares, based on the Company's Shareholder Register as of 28 April 2026 at 4.00 PM Western Indonesian Time, therefore according to Article 12 paragraphs 2.a. of the Company's Articles of Association, guorum to conduct the Meeting has been fulfilled and the Meeting can adopt legal and binding resolutions, provided that the Meeting must be attended and/or represented by more than 1/2 (one half) of the total shares with valid voting rights. Providing opportunities to raise guestions and convey opinions In discussing each agenda of the Meeting, the shareholders were given the opportunity to raise guestions and/or convey opinions regarding the agenda of the Meeting. Mechanism of Resolution The resolution was conducted by voting. Voting is carried out verbally by raising hands and handling over the ballot cards for the shareholders or their legitimate proxies who attend physically and for the shareholders or their legitimate proxies who attend the Meeting electronically cast vote through Electronic General Meeting System KSEI (“eASY.KSEP). The resolution of the Meeting was made under deliberation of consensus mechanism and in the case that deliberations for consensus is failed to be reached, the resolution conducted by voting provided that it must be approved by more than 1/2 (one half) of the total shares with voting rights present at the Meeting. Abstain vote shall be considered cast the vote same as the vote of the majority shareholders casting the votes (Article 12 paragraph 11 Article of Association of the Company). . Ouestions, results of voting and resolutions of the Meeting I. 1st Agenda:
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,736,063,642 248,200 16,590,793 2,152,654,435 or or or or 99.388Y6 | 0.00976 0.603Y6 99.99 Yo Resolutions: 1. To approve and accept the Annual Report of the Company, including the supervisory report from the Board of Commissioners for financial year 2025. 2. To ratify the Company's consolidated financial statements of the financial year 2025, which consist of the consolidated balance sheet and statement of income and with its explanation which has been audited by the Public Accounting Firm “Rintis, Jumadi, Rianto dan Rekan” (member firm of PricewaterhouseCoopers global network) with “Unmodified” pursuant to its letter number 00438/2.1457/AU.1/04/1137-3/1/111/2026 dated 31 March 2026, and declare that the consolidated financial statements of the Company for the financial year 2025 have been submitted to the OJK and the BEI on 31 March 2026 through the Extensible Business Reporting Language in the integrated electronic reporting system of the OJK and the BEI and has been published on the Company's website remains unchanged and therefore it is not necessary to be published pursuant to Article 68 paragraph 4 Law Number 40 Year 2007 concerning Limited Liability Company and its amendments. 3. To give full acguittal and discharge (volledig acguit et de charge) to all members of the Board of Directors and Board of Commissioners of the Company, for all managerial and supervisory actions that has been conducted in the financial year ended on 31 December 2025, as long as those actions are reflected in the annual report and recorded in the Company's consolidated financial statements for financial year 2025, and not a criminal offense or breach of the prevailing laws and regulations. 4. To give authorization to the Board of Directors or Corporate Secretary of the Company, with the rights of substitution, to restate the resolution concerning the approval of the Company's annual report including supervisory report of the Board of Commissioners and ratification of the Company's Consolidated Financial Statements for financial year 2025 before a Notary, and to notify the Ministry of Law of the Republic of Indonesia, and for such purpose to do all actions in accordance with the prevailing laws and regulations.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com 11.2”d Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain | Total Agree Vote 2,738,344,142 1,436,700 13,121,793 2,751,465,935 or or or or 99.471Yo 0.052Y6 0.477Yo 99.948Y Resolutions: To approve the appropriation of the company's net profit for the year 2025 that attributable to the owner of the parent entity of the Company in the amount of Rp2,248,782,018,202 (two trillion two hundred forty-eight billion seven hundred eighty-two million eighteen thousand two hundred two Rupiah) as follows: a. Distribute cash dividends to the Company's shareholders in the amount of Rp468 (four hundred sixty-eight Rupiah) per 1 (one) share, without taking into account the number of shares controlled by the Company due to the repurchase of shares by the Company (treasury share), with the total dividend value of Rp1,536,782,925,132 (one trillion five hundred and thirty-six billion seven hundred and eighty-two million nine hundred and twenty-five thousand one hundred and thirty-two Rupiah). b. The remaining net profit for the 2025 financial year after the distribution of the cash dividend will be recorded'as part of the undetermined retained earnings balance. c. The Shareholders who are entitled to receive the dividend are those whose names are registered in the Company's Register of Shareholders on Friday, 5 June 2026 at 4:00 PM Western Indonesian Time. d. Grant authorization and proxy to the Company's Board of Directors with substitution rights to decide on schedule including term and condition of dividend payout to the shareholders duly eligible based on the regulation of the Indonesia Stock Exchange, cum dividend period for regular market and negotiation market on Wednesday, 3 June 2026 and its ex-dividend on Thursday, 4 June 2026. Meanwhile cum dividend for cash market on Friday, 5 June 2026 and its ex-dividend on Monday, 8 June 2026. Dividend payment shall be distributed starting Friday, 19 June 2026. Tax for cash dividend will be applied according to Indonesian taxation regulation.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com IN. 3"! Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,679,290,162 60,490,680 13,121,793 2,692,411,955 or or or or 97.326Yo 21970 0.477 97.803Y6 Resolutions: 1. To appoint Public Accountant and Public Accounting Firm “Rintis, Jumadi, Rianto dan Rekan” (member firm of PricewaterhouseCoopers global network), and Lukmanul Arsyad as Public Accountant or other partner appointed by Public Accounting Firm “Rintis, Jumadi, Rianto dan Rekan" to audit the Company's book for the financial year 2026. 2. To authorize the Board of Directors to determine the fee or honorarium of the public accounting firm as well as any reguirement related to the appointment of such public accounting firm. 3. To authorize the Board of Commissioners to reappoint the substitute of the Public Accounting Firm in case of such appointed public accounting firm is unable to perform its duties based on the capital market regulations in Indonesia. IV. 4" Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,709,728,942 30,051,900 13,121,793 2,722,850,735 or or or or 98.432Yo 1.092y5 047790 98.908K0 Resolutions: L1. To approve the reappointment of Mr. Roberto Callieri as President Commissioner of the Company effective as of the closing of the Meeting,
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com until the closing of the Company's Annual General Meeting of Shareholders for financial year 2028 to be convened in 2029. . To approve and accept the resignation of Mr. Hasan Imer as Director of the Company effective as of the closing of the Meeting, accompanied with gratitude for his services during his tenure as the Director of the Company, and appoint Mr. Benny Setiawan Santoso to replace Mr. Hasan Imer as Director of the Company as of the closing of this Meeting, for the remaining term of office of Mr. Hasan Imer. Thus, composition of the Board of Commissioners and Board of Directors with the term of office as of the closing of the Meeting up to closing of the Company's Annual General Meeting of Shareholders for financial year 2026, to be convened in 2027, except for Mr. Roberto Callieri, will be ended until the closing of the Company's Annual General Meeting of Shareholders for financial year 2028 to be convened in 2029 and Mr. Sunnira Ly, will be ended until the closing of the Company's Annual General Meeting of Shareholders for financial year 2027 to be convened in 2028, are as follows: BOARD OF COMMISSIONERS: - President Commissioner : Roberto Callieri - Vice President Commissioner/ : Tedy Djuhar Independent Commissioner - Vice President Commissioner/ — : Simon Subrata Independent Commissioner - Independent Commissioner : Franciscus Welirang - Commissioner : Juan Francisco Defalgue - Commissioner : Rene Samir Aldach - Commissioner : Haji Suharso Monoarfa (on the Identity Card written as H Suharso Monoarfa) BOARD OF DIRECTORS: - President Director : Christian Kartawijaya - Vice President Director : vacant - Director : Troy Dartojo Soputro - Director : Oey Marcos - Director : Holger March - Director : Sunnira Ly - Director : Benny Setiawan Santoso 3. To give authorization to the Board of Directors or Corporate Secretary of the Company, with the rights of substitution, to restate the resolution concerning the changes of the members of management of the Company
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com 1. before a Notary, and to notify such appointment to the Ministry of Law of the Republic of Indonesia, and for such purpose to do all actions in accordance with the prevailing laws and regulations. To approve appointment of Mr. Jose Maria Magrina Vadillo as Vice President Director of the Company effective as of 1 September 2026 until the closing of the Company's Annual General Meeting of Shareholders for financial year 2028 to be convened in 2029. Thus, composition of the Board of Commissioners and Board of Directors as of 1 September 2026 up to closing of the Company's Annual General Meeting of Shareholders for financial year 2026, to be convened in 2027, except for Mr. Roberto Callieri and Mr. Jose Maria Magrina Vadillo, will be ended until the closing of the Company's Annual General Meeting of Shareholders for financial year 2028 to be convened in 2029 and Mr. Sunnira Ly, will be ended until the closing of the Company's Annual General Meeting of Shareholders for financial year 2027 to be convened in 2028, are as follows: BOARD OF COMMISSIONERS: - President Commissioner : Roberto Callieri - Vice President Commissioner/ : Tedy Djuhar Independent Commissioner - Vice President Commissioner/ : Simon Subrata Independent Commissioner - Independent Commissioner : Franciscus Welirang - Commissioner : Juan Francisco Defalgue - Commissioner : Rene Samir Aldach - Commissioner : Haji Suharso Monoarfa (on the Identity Card written as H Suharso Monoarfa) BOARD OF DIRECTORS: - President Director : Christian Kartawijaya - Vice President Director : Jose Maria Magrina Vadillo - Director : Troy Dartojo Soputro - Director : Oey Marcos - Director : Holger March - Director : Sunnira Ly - Director : Benny Setiawan Santoso . To give authorization to the Board of Directors or Corporate Secretary of the Company, with the rights of substitution, to restate the resolution concerning the changes of the members of management of the Company before a Notary, and to notify such appointment to the Ministry of Law of
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Notaris DENI THANUR, S.E, S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com the Republic of Indonesia, and for such purpose to do ali actions in accordance with the prevailing laws and regulations. V. 5 Agenda: Number of Shareholders who submit guestions and/or convey opinions: none. Voting Results: Agree Disagree Abstain Total Agree Vote 2,676,546,695 63,006,847 13,349,093 2,689,895,788 or or or or 97.226Y0 2.289 0.485Y9 9771190 Resolutions: 1. To authorize the Board of Commissioners of the Company to determine the salary and other allowances of the Board of Directors of the Company for year 2026. 2. To determine the total annual honorarium of the Board of Commissioners of the Company in year 2026 to be increased by 1096 (ten percent) from the honorarium paid in year 2025 and such total annual honorarium of the Board of Commissioners shall not be more than 7Y6 (seven percent) of total remunerations of the Board of Directors. The resolutions of the Meeting are contained in the deed of “MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF PT INDOCEMENT TUNGGAL PRAKARSA Tbk." dated 21 May 2026 number 21, drawn up by me, Notary. An excerpt of such deed is currentiy still in the process of being completed at my office. Thus, this resume is submitted before an excerpt of the above deed, which we will send to the Company as soon as it is completed.
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Notaris DENI THANUR, S.E., S.H., M.Kn. Wisma Bumiputera Lantai M, Suite 206 Jalan Jenderal Sudirman Kav 75, Jakarta Tel. 021-5224516 Fax. 021-5224517 E-mail. denithanur123@gmail.com Sincerely yours, at South Jakarta Municipality DENI THANUR, S.E., S.H., M.Kn. 10
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Unofficial Translation
· We hereby convey the Resume of the Annual General Meeting of Shareholders for
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Financial Services Authority
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Indonesia Stock Exchange
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Juan Francisco Defalgue
· Commissioner
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Holger
· Director
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Rianto dan Rekan
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Ministry of Law
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Hasan Imer. Thus
· Director
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Jose Maria Magrina Vadillo
· President Director
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South Jakarta Municipality DENI THANUR
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