20260521_NELY_Keterbukaan Informasi terkait Aksi Korporasi_32093554_lamp1.pdf

    to the Company's Board of Commissioners to determine the honorarium and
    appoint a replacement Accountant, as well as other requirements for such
    appointment.
  4. Approval of the granting of power and authority to the Company's Board of
    Commissioners to determine the salaries or honorarium of members of the
    Board of Directors and Board of Commissioners for the 2026 Financial Year.


  Agenda of the EGMS:
  1. Determination of the composition of the Company's Board of Directors and
    Board of Commissioners.

B. Members of the Board of Directors and the Board of Commissioners of the
   Company present at the meeting:
  Board of Commissioners
  - Commissioner: Mr. Alias Bin Jumaat
  - Independent Commissioner: Mr. Djoko Soemarjanto


  Board of Directors
  - President Director: Ms. Cynthia Sunarko
  - Director: Mr. Eduard Halomoan
  - Director: Ms. Tjauw Yani
  - Director: Mr. Eugene Sunarko


C. Attendance of Shareholders at the Annual General Meeting of Shareholders
  -At the AGMS, 1,983,636,800 shares had valid voting rights, equivalent to 84.41% of
  the 2,350,000,000 shares, representing the total number of shares with valid voting
  rights issued by the Company;


  -At the EGMS, 1,983,838,100 shares had valid voting rights, equivalent to 84.42% of
  the 2,350,000,000 shares, representing the total number of shares with valid voting
  rights issued by the Company.


D. In the meeting, the Shareholders/their respective proxies were given the
   opportunity to ask questions and/or give their opinions regarding the
   agenda of the Meeting.

  At the end of each discussion of each agenda item of the Meeting, the
  Chairperson of the Meeting provides an opportunity for shareholders or their
  proxies present at the Meeting to ask questions and/or provide opinions
  regarding the agenda item presented.


E. Total of shareholders who raised questions and/or provided opinions
   regarding the agenda items of the Meeting
  There is 1 (one) Shareholder or Shareholder's proxy who submitted questions
  and/or provided opinions regarding the agenda of the AGMS.


F. The procedure for making resolutions in the Meeting is as follows:
  Decision-making on all items on the agenda of the Meeting is carried out by
  means of deliberation to reach consensus. In the event that deliberation to reach
  consensus is not achieved, decisions are made by voting.


G. The results of decision-making carried out by voting, the number of votes
   and the percentage of decisions from the Meeting, based on all voting shares
   present at the Meeting, are as follows:

  AGMS:

                                                              Number of Votes
               Agenda
                                             pproved         Disagree    Abstain

   First                                  100% Suara            0                  0

   Second                                 100% Suara            0                  0

   Third                                  99,99% Suara         400                 0

   Fourth                                 99,99% Suara         400                 0


  EGMS:
                                                              Number of Votes
               Agenda
                                             pproved         Disagree    Abstain

   First                                  99,99% Suara         400                 0

H. Resolutions of the Meeting is as follows:
   - AGMS:
     First Agenda of the Meeting
     1. Approve the Company's Annual Report regarding the Company's condition
       and operations during the 2025 Financial Year, including the Report on the
       Implementation of the Board of Commissioners' Supervisory Duties during
       the 2025 Financial Year;
     2. Ratify the Consolidated Financial Statements of the Company and its
       Subsidiaries for the 2025 Financial Year, audited by the Public Accounting
       Firm of Amir Abadi Jusuf, Aryanto, Mawar & Rekan with an unmodified
       opinion    as   stated   in    the   Independent   Auditor's   Report   Number
       00360/2.1030/AU.1/10/1115-3/1/III/2026 dated March 30, 2026;
     3. Granting full release and discharge of responsibility (volledig acquit et de
       charge) to all members of the Company's Board of Directors and Board of
       Commissioners for the management and supervisory actions carried out
       during the 2025 Financial Year, as long as these actions are reflected in the
       Company's 2025 Annual Report, which includes the Consolidated Financial
       Statements of the Company and its Subsidiaries for the 2025 Financial Year.


     Second Agenda of the Meeting
      Approved to determine the Company's Net Profit for the 2025 Financial Year at
         Rp. 41,177,255,931 (forty-one billion one hundred seventy-seven million two
         hundred fifty-five thousand nine hundred and thirty-one rupiah), as follows:
      1. Rp. 25,000,000 (twenty-five million rupiah) as general reserves to comply with
         the provisions of the Limited Liability Company Law;
      2. Rp. 23,500,000,000 (twenty-three billion five hundred million rupiah) or
         57.07% (fifty-seven point zero seven percent) of the net profit will be
         distributed as dividends to Shareholders, or Rp. 10 (ten rupiah) per share for
         the 2025 financial year.
      3. The remaining Rp. 17,652,255,931,- (seventeen billion six hundred fifty two
         million two hundred fifty five thousand nine hundred and thirty one rupiah) or
         42.86% (forty two point eighty six percent) of net profit is recorded as
         retained earnings balance.

Third Agenda of the Meeting
1. Approved the appointment of the Public Accounting Firm (KAP) Amir Abadi
  Jusuf, Aryanto, Mawar & Rekan to conduct an audit of the Company's
  Financial Statements for the 2026 Financial Year.
2. Approved the authorization of the Company's Board of Commissioners to:
 a. Appoint a replacement KAP and determine the terms and conditions of
     appointment if the appointed KAP is unable to perform or continue its
     duties for any reason, including legal and regulatory reasons in the capital
     market sector, or if an agreement cannot be reached regarding the amount
     of audit fees.
 b. Determine the honorarium or amount of audit fees and other appointment
     requirements that are reasonable for the KAP.




Fourth Agenda of the Meeting
1. Approve to determine the salary or honorarium of members of the
   Company's Board of Commissioners for 2026 to be the same as that
   received in 2025.
2. Approve to authorize the Company's Board of Commissioners to determine
   the salaries or honorariums for members of the Company's Board of
   Directors.


-EGMS:
The sole agenda item:
 Approved to maintain the composition of the Company's Board of Directors
 and Board of Commissioners until the end of their term of office, namely until
 the closing of the Annual General Meeting of Shareholders to be held in 2027,
 as follows:
 Board of Directors:
 1. President Director: Ms. Cynthia Sunarko
 2. Director: Mr. Eugene Sunarko
 3. Director: Ms. Tjauw Yani
 4. Director: Mr. Eduard Halomoan

         Board of Commissioners:
         1. President Commissioner: Mr. Koh Tji Beng
         2. Commissioner: Mr. Alias Bin Jumaat
         3. Independent Commissioner: Mr. Djoko Soemarjanto


I. Schedule and Procedures for Dividend Distribution:
   Schedule for Cash Dividend Distribution:
    NO.                         Description                                Date
     1        Cum Dividen in Reguler dan Negotiation Markets               June 02, 2026
     2        Ex Dividend in Regular and Negotiation Markets               June 03, 2026
     3        Cum Dividend in Cash Market                                  June 04, 2026
     4        Ex Dividend in Cash Market                                   June 05, 2026
     5        Recording Date of Cash Dividend                              June 04, 2026
     6        Payment Date of Cash Dividend                                June 19, 2026


  Procedure for Dividend Distribution:
1. Cash Dividends will be distributed to Shareholders whose names are recorded in
  the Company's Shareholder Register (recording date) on June 4, 2026, and/or
  Shareholders whose shares are held in the Securities Sub-Account at PT Kustodian
  Sentral Efek Indonesia (KSEI) at the close of trading on June 4, 2026.
2. For Shareholders whose shares are held in KSEI's collective custody, Cash Dividend
  payments will be made through KSEI and distributed on June 19, 2026, to the
  Customer Fund Account (RDN) at the Securities Company and/or Custodian Bank
  where the Shareholders hold the securities sub-account. For Shareholders whose
  shares are not held in KSEI's collective custody, Cash Dividend payments will be
  transferred to the Shareholders' accounts.
3. The Cash Dividends will be subject to tax in accordance with applicable tax laws
  and regulations.
4. Based on applicable tax laws and regulations, cash dividends will be exempt from
  tax if received by shareholders who are domestic corporate taxpayers ("DN
  Corporate Taxpayers") and the Company does not withhold Income Tax on cash
  dividends paid to such Domestic Corporate Taxpayers. Cash dividends received by
  shareholders who are domestic individual taxpayers ("DN Taxpayers") will be

  exempt from tax as long as the dividends are invested within the territory of the
  Unitary State of the Republic of Indonesia. For Domestic Taxpayers who do not
  meet the investment requirements as mentioned above, the dividends received by
  the relevant person will be subject to income tax ("PPh") in accordance with
  applicable laws and regulations, and such PPh must be paid by the relevant
  Domestic Taxpayers in accordance with the provisions of Government Regulation
  No. 9 of 2021 concerning Tax Treatment to Support Ease of Doing Business.
5. Shareholders can obtain confirmation of dividend payments through the securities
  company and/or custodian bank where the shareholders open their securities
  accounts. Furthermore, the shareholders are responsible for reporting the receipt
  of the said dividends in their tax reporting for the relevant tax year in accordance
  with applicable tax laws and regulations.
6. Shareholders who are foreign taxpayers whose tax deductions will be based on the
  Double Tax Avoidance Agreement (P3B) must comply with the requirements of the
  Director General of Taxes Regulation No. PER-25/PJ/2018 concerning Procedures
  for Implementing the Double Tax Avoidance Agreement and submit proof of
  recording or receipt of the DGT/SKD that has been uploaded to the Directorate
  General of Taxes website to KSEI or the Registrar in accordance with KSEI's rules
  and regulations. Without these documents, the Cash Dividends paid will be
  subject to Article 26 Income Tax of 20% or other amounts in accordance with
  applicable tax laws and regulations.

                             Jakarta, May 21th, 2026
                      PT PELAYARAN NELLY DWI PUTRI Tbk.
                                     Director