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20240701_BCIC_Ringkasan Risalah//Risalah RUPS_31677494_lamp2.pdf
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ANNOUNCEMENT
SUMMARY MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT BANK JTRUST INDONESIA Tbk
In order to fulfill the stipulations of Article 51 of Financial Services Authority Regulation (POJK) No.
15/POJK.04/2020 regarding the Plan and Conduct of the General Meeting of Shareholders of Public
Companies, the Board of Directors of PT Bank JTrust Indonesia Tbk (“the Company”) herewith announced the
Summary Minutes of the Annual General Meeting of Shareholders (“Meeting”) with the following details:
Date, Time, and Venue of the Meeting:
Meeting was held on 28 June 2024 at 14.22 WIB until 15.09 WIB at the Candi Mendut Meeting Room – 2nd Floor,
Hotel Grand Sahid Jaya, Jl. Jend. Sudirman No. 86, Jakarta 10220.
Members of Board of Commissioners and Board of Directors of the Company attended the Meeting
physically:
Board of Commissioners Board of Directors
President Commissioner : Nobiru Adachi President Director : Ritsuo Fukadai
Commissioner : Nobuiku Chiba Vice President Director : Masayoshi Kobayashi
Independent : Iwan Nataliputra Director : Felix Istyono Hartadi
Commissioners Benny Siswanto Tiono
Director : Helmi Arief Hidayat
Director : Cho Won June
Director : Raden Djoko Prayitno
Director : Widjaja Hendra
The meeting was attended by the Chair of Audit Committee, Risk Monitoring Committee and Remuneration
and Nomination Committee of the Company.
Independent Parties as Independent Vote Counter:
The Company appointed Ms. Diharini, S.H., M.Kn., as Notary in Jakarta, and PT Sharestar Indonesia as the
Share Administration Bureau to count and validate the quorum and the votes tabulation in the Meeting.
Code of Conduct of the Meeting:
a. The Presenter read the Meeting’s Code of Conduct before the Meeting began.
b. The Meeting was chaired by Mr. Iwan Nataliputra, as Independent Commissioner who was appointed
based on the Board of Commissioners Meeting on 12 June 2024.
c. The Shareholders or their Proxies were provided with opportunities to raise questions and/or opinions
before proceeding with the voting.
d. Resolution on the First to Third Agenda of the Meeting and Fifth to Eleventh Agenda of the Meeting are
valid if approved by more than 1/2 (one half) of the total shares with voting rights present at the
Meeting.
e. Resolution on the Fourth Agenda of the Meeting is valid if approved by more than 2/3 (two thirds) of the
total shares with voting rights present at the Meeting
f. The resolutions made during the Meeting were based on consensus or through voting.
g. One share gives the right to the Shareholder to cast 1 (one) vote.
h. Voting for the resolution of the Meeting had been carried out by submitting a completed ballot card to
the Meeting Officer. The Notary then reported the results of the vote counts after voting for each
Meeting Agenda.
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i. Invalid votes were considered non-existent and were not counted in determining the number of votes
made during the Meeting.
Number of Shares with Valid Voting Rights Attending the Meeting:
The Shareholders or their Proxies who attended represent a total of 17.872.407.651 shares or equivalent to
98,6885% of the total shares with valid voting rights issued by the Company. Therefore, the Meeting has
fulfilled the quorum so that valid and binding resolutions can be made.
Details of Meeting Agenda Resolution
Meeting Agenda 1 Approval of the Annual Report and the Financial Statements of the
Company including the Supervisory Report of the Board of Commissioners
for the financial year ending 31 December 2023.
The Number of
Shareholders or their
No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of
total shares with valid voting rights None None
present at the Meeting
Resolution of the Meeting Approved and accepted the Annual Report of the Company for the
Financial Year 2023, including the report on the supervisory duties of the
Board of Commissioners of the Company, and approve the financial
statements of the Company ending 31 December 2023 audited by Public
Accountant Firm Kosasih Nurdiyaman Mulyadi Tjahjo & Rekan (a member
of Crowe) with the opinion of Unmodified Audit (formerly “Unqualified”)
as stated in the report dated 30 April 2024.
Meeting Agenda 2 Determination of salaries/honorarium, including allowances and benefits
for Financial Year 2024 to members of the Board of Directors and the Board
of Commissioners.
The Number of
Shareholders or their
No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting Approved the determination of the total salaries or honorarium,
allowances and other benefits for members of the Board of Commissioners
and the Board of Directors for the 2024 financial year with an estimate of
IDR IDR 40,000,000,000,- (forty billion Rupiah) considering the results of
evaluation and recommendations from the Nomination and Remuneration
Committee of the Company.
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Meeting Agenda 3 Appointment of the Public Accountant Firm to audit the Company’s
financial statements for the year ending 31 December 2024.
The Number of
Shareholders or their
No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting 1. Approved to delegate authority to the Board of Commissioners to
appoint a Public Accountant and/or Public Accounting Firm to audit the
Company's financial statements for the financial year ending 31
December 2024 based on the recommendation of the Audit Committee
and to determine a substitute Public Accountant and/or a Public
Accounting Firm in the case the appointed and designated Public and/or
Public Accounting Firm, for any reason, cannot complete the audit of
the Company's financial statements for the financial year ending 31
December 2024.
2. Grant full authority to the Board of Commissioners and Directors of the
Company to determine the honorarium and other requirements for the
appointment of the Public Accountant and Public Accounting Firm.
Meeting Agenda 4 Approval of changes to the Articles of Association of the Company.
The Number of
Shareholders or their
No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100%of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting 1. Approved changes to Article 11 to Article 16 of the Articles of
Association of the Company in accordance with POJK provisions on the
Implementation of Governance for Commercial Banks.
2. Approved the granting of power and authority to the Board of Directors
of the Company with the right of substitution to declare the decisions
of the Meeting, including to draft and restate all provisions of the
Company's Articles of Association in a Notarial Deed and submit a
request for approval and receipt of notification of changes to the
Company's Articles of Association to the Minister of Law and Human
Rights of the Republic Indonesia and take all necessary actions in
connection with changes to the Articles of Association.
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Meeting Agenda 5 Re-appointment of Ritsuo Fukadai as President Director of the Company.
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of
total shares with valid voting rights None None
present at the Meeting
Resolution of the Meeting Approved the Reappointment of Ritsuo Fukadai as President Director of
the Company with an effective Term of Office commencing from the close
of the Meeting until the close of the 1st (first) Annual GMS after the
appointment of the intended member of the Board of Directors.
Meeting Agenda 6 Re-appointment of Masayoshi Kobayashi as Vice President Director of the
Company.
The Number of
Shareholders or their No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of
total shares with valid voting rights None None
present at the Meeting
Resolution of the Meeting Approved the re-appointment of Masayoshi Kobayashi as Vice President
Director of the Company with an effective Term of Office commencing
from the close of the Meeting until the close of the 1st (first) Annual GMS
after the appointment of the intended member of the Board of Directors.
Meeting Agenda 7 Re-appointment of Felix Istyono Hartadi Tiono as Director of the Company.
The Number of
Shareholders or their
No questions or opinions was raised
Proxies Raise Questions
and/or Convey Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100%of
total shares with valid voting rights None None
present at the Meeting
Resolution of the Meeting Approved the re-appointment of Felix Istyono Hartadi Tiono as Director of
the Company with an effective Term of Office commencing from the close
of the Meeting until the close of the 1st (first) Annual GMS after the
appointment of the intended member of the Board of Directors.
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Meeting Agenda 8 Re-appointment of Helmi Arief Hidayat as Director of the Company.
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of None None
total shares with valid voting rights
present at the Meeting
Resolution of the Meeting Approved the re-appointment of Helmi Arief Hidayat as Director of the
Company with an effective Term of Office commencing from the close of
the Meeting until the close of the 1st (first) Annual GMS after the
appointment of the intended member of the Board of Directors.
Meeting Agenda 9 Re-appointment Cho Won June as Director of the Company.
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting Approved the re-appointment of Cho Won June as Director of the Company
with an effective Term of Office commencing from the close of the Meeting
until the close of the 1st (first) Annual GMS after the appointment of the
intended member of the Board of Directors.
Meeting Agenda 10 Re-appointment Raden Djoko Prayitno as Director of the Company.
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting Approved the re-appointment of Raden Djoko Prayitno as Director of the
Company with an effective Term of Office commencing from the close of
the Meeting until the close of the 1st (first) Annual GMS after the
appointment of the intended member of the Board of Directors.
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Meeting Agenda 11 Re-appointment Widjaja Hendra as Director of the Company.
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
Agree Abstain Disagree
Voting Result 17.872.407.651 shares or 100% of total
shares with valid voting rights present at None None
the Meeting
Resolution of the Meeting Approved the re-appointment of Widjaja Hendra as Director of the
Company with an effective Term of Office commencing from the close of
the Meeting until the close of the 1st (first) Annual GMS after the
appointment of the intended member of the Board of Directors.
Resolution of the Meeting Approved that the composition of the members of the Board of
Agenda 5 until Agenda 11 Commissioners and members of the Board of Directors of the Company as
of the closing of the Meeting is as follows:
BOARD OF COMMISSIONERS :
President Commissioner : Nobiru Adachi
Commissioner : Nobuiku Chiba
Independent Commissioner : Iwan Nataliputra
Independent Commissioner : Benny Siswanto
BOARD OF DIRECTORS:
President Director : Ritsuo Fukadai
Vice President Director : Masayoshi Kobayashi
Director : Felix Istyono Hartadi Tiono
Director : Helmi Arief Hidayat
Director : Cho Won June
Director : Raden Djoko Prayitno
Director : Widjaja Hendra
Grant power and authority with the right of substitution, either in part or
in full to the Board of Directors of the Company to declare the results of
this decision as required by the provisions of applicable laws, make or order
to make and sign deeds with a Notary and the necessary letters and
documents, further to convey notification of the decision on this Agenda
and/or changes to the Company's data in the decision on this Agenda, to
the authorized agencies including but not limited to the Minister of Law
and Human Rights of the Republic of Indonesia, as well as taking all and
any necessary actions and in short carry out all actions deemed necessary
and useful for the purposes mentioned above, nothing is excluded.
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Meeting Agenda 12 Realization Report on the Use of Funds from the Limited Public Offering II
- 2022 (“PUT II - 2022”) with regards to the Capital Increase with Pre-
emptive Rights (“PMHMETD”).
The Number of Shareholders
or their Proxies Raise
No questions or opinions was raised
Questions and/or Convey
Opinions
There is no decision making because this Meeting Agenda is a report.
Jakarta, 1 July 2024
PT BANK JTRUST INDONESIA TBK
BOARD OF DIRECTORS
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Names mentioned 15 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1
unresolved
person
Diharini
p.1
unresolved
org
PT Sharestar Indonesia
p.1
unresolved
org
Public Accountant Firm Kosasih Nurdiyaman Mulyadi Tjahjo & Rekan
p.2
unresolved
—
with valid voting rights present at
p.2 ×3
unresolved
org
Minister of Law and Human Rights
p.3 ×2
unresolved
—
Masayoshi Kobayashi
· Vice President Director
p.4
unresolved
—
Re-appointment Cho Won
· Director
p.5 ×2
unresolved
—
Re-appointment Raden Djoko Prayitno
· Director
p.5 ×5
unresolved
—
Re-appointment Widjaja Hendra
· Director
p.6 ×2
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