20240703_FAST_Laporan Informasi dan Fakta Material_31678680_lamp4.pdf

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         INFORMATION DISCLOSURE IN CONNECTION WITH
       AFFILIATED TRANSACTION AND MATERIAL TRANSACTION

THIS DISCLOSURE OF INFORMATION IS MADE AND INTENDED IN ORDER TO
COMPLY WITH (I) THE FINANCIAL SERVICES AUTHORITY REGULATION NUMBER
42/POJK.04/2020 DATED 2 JULY 2020 CONCERNING AFFILIATED TRANSACTIONS
AND CONFLICT OF INTEREST TRANSACTIONS (“POJK 42”); (II) FINANCIAL SERVICES
AUTHORITY REGULATION NUMBER 17/POJK.04/2020 DATED 20 APRIL 2020
CONCERNING MATERIAL TRANSACTIONS AND CHANGES IN MAIN BUSINESS
ACTIVITIES (“POJK 17”); AND (III) FINANCIAL SERVICES AUTHORITY REGULATION
NUMBER 31/POJK.04/2015 DATED 22 DECEMBER 2015 CONCERNING DISCLOSURE
OF INFORMATION OF MATERIAL FACTS BY ISSUERS OR PUBLIC COMPANIES.

THE INFORMATION CONTAINED IN THIS INFORMATION DISCLOSURE IS
IMPORTANT TO BE READ AND CONSIDERED BY THE COMPANY'S SHAREHOLDERS.

IF YOU HAVE DIFFICULTY IN UNDERSTANDING THE INFORMATION CONTAINED
IN THIS DISCLOSURE OF INFORMATION, YOU SHOULD CONSULT WITH A LEGAL
ADVISOR, PUBLIC ACCOUNTANT, FINANCIAL ADVISOR OR OTHER PROFESSIONAL.

THE BOARD OF DIRECTORS AND THE BOARD OF COMMISSIONERS OF THE
COMPANY, BOTH INDIVIDUALLY AND COLLECTIVELY, ARE FULLY RESPONSIBLE
FOR THE ACCURACY AND COMPLETENESS OF THE INFORMATION AS DISCLOSED
IN THIS INFORMATION DISCLOSURE. THE BOARD OF DIRECTORS AND THE BOARD
OF COMMISSIONERS OF THE COMPANY DECLARE THE COMPLETENESS OF THE
INFORMATION AS DISCLOSED IN THIS INFORMATION DISCLOSURE AND HAVE
CONDUCTED A THOROUGH RESEARCH, CONFIRMING THAT THE INFORMATION
CONTAINED IN THIS INFORMATION DISCLOSURE IS CORRECT AND THERE ARE NO
MATERIAL AND RELEVANT IMPORTANT FACTS THAT ARE NOT DISCLOSED OR
OMITTED IN THIS INFORMATION DISCLOSURE SO AS TO CAUSE THE COMPANY TO
LOSE CONTROL OF THE INFORMATION CONTAINED IN THIS INFORMATION
DISCLOSURE.

AFTER THOROUGH EXAMINATION, THE BOARD OF DIRECTORS AND THE BOARD
OF COMMISSIONERS OF THE COMPANY, BOTH INDIVIDUALLY AND
COLLECTIVELY, DECLARE THAT THIS TRANSACTION DOES NOT CONTAIN ANY
CONFLICT OF INTEREST AS REFERRED TO IN POJK 42.


THE BOARD OF DIRECTORS OF THE COMPANY, BOTH INDIVIDUALLY AND
COLLECTIVELY DECLARE THAT THIS AFFILIATED TRANSACTION HAS UNDERGONE
ADEQUATE PROCEDURES TO ENSURE THAT THE AFFILIATED TRANSACTION IS
CONDUCTED IN ACCORDANCE WITH GENERALLY ACCEPTED BUSINESS PRACTICES.




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                   Main Business Activity:
                         Restaurant

                          Domiciled in:
             Jakarta Selatan, DKI Jakarta, Indonesia

                         Head Office:
             Gelael Building, Jl. MT. Haryono Kav. 7
               Tebet Barat, Tebet, Jakarta Selatan
                     DKI Jakarta, Indonesia
                Telephone: +62 (021) 8301133

                   Website: www.kfcku.com

This Disclosure of Information was published in Jakarta on 2 July 2024




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                                       INTRODUCTION

The Disclosure of Information as stated in this document is made in relation with the implementation
of Transaction Plan of JAI’s shares subscription worth of Rp. 160,427,000,000 (one hundred sixty billion
four hundred twenty-seven million Rupiah) by PT Fast Food Indonesia, Tbk. (“Company”) to PT
Jagonya Ayam Indonesia (“JAI”), a limited liability company established under the laws of the Republic
of Indonesia, domiciled in South Jakarta and has an integrated chicken farm in Banyuwangi Regency,
where the Company maintains the Company’s share ownership percentage in JAI of 70% (seventy
percent) (hereinafter referred to as the “Transaction”).

The transaction is an affiliated transaction involving investment in a business entity as defined in POJK
42, as the Company has more than one member of its Board of Directors and Board of Commissioners
who are also members of JAI’s Board of Directors and Board of Commissioners. This transaction is
also considered a material transaction as defined in POJK 17, where the transaction value exceeds 20%
(twenty percent) of the Company’s equity, which based on the Company’s financial statements for the
year period ended in December 31, 2023, audited by Public Accounting Firm Purwantono, Sungkoro &
Surja, amounts to Rp. 723,877,476,000 (seven hundred twenty-three billion eight hundred seventy-seven
million four hundred seventy-six thousand Rupiah).

The Board of Commissioners and the Board of Directors of the Company declare that this transaction
is a material transaction as stipulated in POJK 17 and that this transaction does not contain a Conflict
of Interest as referred to in POJK 42. In connection with the aforementioned matters, in accordance
with the applicable laws and regulations, particularly POJK 17 and POJK 42, the Company’s Board of
Directors states that the transaction has been carried out in accordance with generally accepted business
practices and hereby announces this Disclosure of Information to provide more comprehensive
information and an overview to the Company’s shareholders regarding the transaction conducted by the
Company and JAI.


EXPLANATION REGARDING THE TRANSACTION

I      Reasons and Background of the Transaction

       The Company was established and operates as a company that carries out business activities
       in the restaurant sector. Over time, the Company’s business development requires the supply
       of raw chicken meat that can meet the needs of the Company’s restaurant business with the
       aim that the Company can accommodate the need for raw cut chicken and processed chicken
       meat to be served to restaurant customers.

       In order to provide certainty of supply and price of raw chicken, the Company maintains a
       percentage of share ownership in JAI which is currently in the process of building an integrated
       chicken farm on land owned by JAI covering an area of 8,575,200 m2, located in Kalibaru
       District, Banyuwangi Regency, East Java Province. Based on the assessment that has been
       conducted, JAI has been able to produce to up to 42,000 tons per day, or approximately 76
       million tons over 5 years. Thus, JAI is able to fulfil up to 35% (thirty-five percent) of the raw
       and processed chicken meat supply requirements for the Company’s restaurants over a 5-year
       period. Therefore, after the completion of this Transaction, the Company will continue to
       maintain its share ownership percentage of 70% (seventy percent) in JAI and to support
       business activities from JAI through the supply of raw and processed chicken meat from
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integrated chicken farms owned by JAI which can be adjusted to the needs and standardisation
of the Company.

II The Benefits of the Transaction

By conducting this Transaction, the Company will obtain the following benefits:

a. The Company continues to maintain a share ownership percentage of 70% (seventy
percent) in JAI which places the Company as the controlling shareholder of JAI.

b. The Company will obtain the availability of raw and processed for chicken meat in
accordance with the Company’s needs. By becoming the majority shareholder of JAI, the
Company will have a direct access to the guaranteed quality and quantity of chicken meat
supply and processed chicken meat. This will help the Company to maintain the continuity
of production and availability of raw chicken meat in the Company’s restaurants,
especially in the eastern part of Indonesia.

c. By maintaining majority shareholding, the Company can benefit from the price efficiency
of chicken meat supply and processed chicken meat from JAI and increase the Company’s
profitability from JAI’s integrated chicken poultry business activities which include
plantations, feed mills, chicken slaughterhouses, and chicken meat processing industry.

III Information Regarding the Transaction

A. Date of The Transaction

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