20240628_INPC_Ringkasan Risalah//Risalah RUPS_31677149_lamp3.pdf

B.   The Board of Commissioners and Directors of the Company who attended the Meeting:

     Board of Commissioners:

     President Commissioner/                        : Mr. Kiki Syahnakri
     Independent Commissioner
     Independent Commissioner                       : Mrs. Elizawatie Simon
     Independent Commissioner                       : Mrs. Pesta Uli Sitanggang

     Directors:

     President Director                             : Mr. Andy Kasih
     Vice President Director                        : Mrs. Christina Harapan
     Compliance Director/Independent Director       : Mr. Indrastomo Nugroho
     Director                                       : Mr. Indra S. Budianto
     Director                                       : Mr. Handoyo Soedirdja

C.   Chairperson of the Meeting
     The meeting was chaired by Mr. Kiki Syahnakri, as President Commissioner/Independent
     Commissioner of the Company based on the Decision of the Board of Commissioners No.
     001/KOM-BAGI/VI/2024 dated June 25, 2024.

D.   Shareholder Attendance

     The Meeting was attended by shareholders and their authorized proxies, based on the
     Shareholders Register issued by PT Raya Saham Registra as the Company's Securities
     Administration Bureau, as follows:

     1.   AGMS          : 17.782.312.491 shares, representing 87,9293% of 20,223,412,907 shares;
     2.   EGMS          : 17.782.232.191 shares, representing 87,9289% of 20,223,412,907 shares.


E.   Submission of Questions and/or Opinions

     Shareholders and shareholders' proxies were given the opportunity to raise questions and/or
     opinions for each agenda item, but no shareholders and shareholders' proxies raised questions
     and/or opinions.




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F.   Decision-making Mechanism

     Decision-making on all Meeting agenda items is carried out based on deliberation for
     consensus, in the event that deliberation for consensus is not reached, decision-making is
     carried out by voting.

G.   Voting Results

      1. AGMS

        a) First Meeting Agenda:

         1)   Number of blank votes (abstain) : 3.000 shares
         2)   Number of votes against : nil
         3)   Number of votes in favor : 17.782.309.491 shares
         4)   So that the total votes in favor: 17.782.312.491 shares or 100%.

      b) Second Meeting Agenda:
         1)   Number of blank votes (abstain) : 3.000 shares
         2)   Number of votes against : 8.316.566 shares
         3)   Number of votes in favor : 17.773.992.925 shares
         4)   So that the total votes in favor: 17.773.995.925 shares or 99.953% or more than ½ of
              the total votes validly cast in the Meeting.

      c) Third Meeting Agenda:
        1)    Number of blank votes (abstain) : 3.000 shares
        2)    Number of votes against : nil
        3)    Number of votes in favor : 17.782.309.491 shares
        4)    So that the total votes in favor: 17.782.312.491 shares or 100%.

      d) Fourth Meeting Agenda
        1)    Number of blank votes (abstain) : 3.000 shares
        2)    Number of votes against : nil
        3)    Number of votes in favor : 17.782.309.491 shares
        4)    So that the total votes in favor: 17.782.312.491 shares or 100%.




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      e) Fifth Meeting Agenda:
        1)     Number of blank votes (abstain) : 3.000 shares
        2)     Number of votes against : 16.403.400 shares
        3)     Number of votes in favor : 17.765.906.091 shares
        4)     So that the total votes in favor: 17.765.909.091 shares or 99.907% or more than ½ of
               the total number of votes validly cast in the Meeting.


     2. EGMS

       First Meeting Agenda

       a)      Number of blank votes (abstain) : 3.000 shares
       b)      Number of votes against : 16.403.400 shares
       c)      Number of votes in favor : 17.765.825.791 shares
       d)      So that the total votes in favor: 17.765.828.791 shares or 99,907% or more than 2/3 of
               the total number of votes validly cast in the Meeting.


H.   Meeting Decision.
     1. AGMS:
       Resolution of the First Meeting Agenda
       a) To accept and approve the Annual Report of the Board of Directors for the Financial Year
             2023, including the Company's Activity Report and the Board of Commissioners'
             Supervisory Report for the Financial Year 2023;
       b) To receive and ratify the Company's Financial Statements for the Financial Year 2023
             audited by Public Accounting Firm Kanaka Puradiredja, Suhartono with its report Number
             Ref: 00043/3.0409/AU.1/07/0524-3/1/III/2024, dated March 28, 2024 with "Present Fairly
             Opinion".


       Resolution of the Second Meeting Agenda
       Approved that there will be no dividend distribution for the Financial Year ended December
       31, 2023 and that the entire net profit will be used to strengthen the Company's capital
       structure and business expansion.




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Resolution of the Third Meeting Agenda
Approved to authorize and/or delegate authority to the Board of Commissioners of the
Company based on the recommendation of the Audit Committee to:
a) Re-appoint Public Accounting Firm Kanaka Puradiredja, Suhartono to audit the
  Company's books for the Financial Year ending on December 31, 2024 (two thousand
  twenty-four), and/or a substitute Public Accounting Firm that has been registered with the
  Financial Services Authority (OJK), in accordance with the criteria of POJK Number 9 of
  2023 concerning the Use of Public Accountant Services and Public Accountant Offices in
  Financial Services Activities, and Bank Indonesia and has a reputation, if the appointed
  Public Accounting Firm cannot complete the provision of audit services for annual
  historical financial information during the Professional Assignment Period;
b) Determine the honorarium and other requirements in connection with the appointment of
  the Public Accountant and/or Public Accounting Firm.


Resolution of the Fourth Meeting Agenda
Approved no increase in salaries and benefits for members of the Board of Directors and
salaries or honorarium and benefits for members of the Board of Commissioners.


Resolution of the Fifth Meeting Agenda
a) Approval appointed members of the Board of Directors of the Company, namely:
    Director
    Mrs Christina Harapan, as Vice President Director
    So that the composition of the members of the Board of Commissioners and members
    of the Board of Directors of the Company becomes as follows:
     BOARD OF COMMISSIONERS
     President Commissioner/                                : Mr. Kiki Syahnakri
     Independent Commissioner
     Vice President Commissioner                            : Mr. Tomy Winata
     Vice President Commissioner                            : Mr. Sugianto Kusuma
     Independent Commissioner                               : Mrs. Elizawatie Simon
     Independent Commissioner                               : Mrs. Pesta Uli Sitanggang




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        DIRECTOR
       President Director                                            : Mr. Andy Kasih
       Vice President Director                                       : Mrs. Christina Harapan
       Compliance Director/Independent Director                      : Mr. Indrastomo Nugroho
       Director                                                      : Mr. Indra S. Budianto
       Director                                                      : Mr. Handoyo Soedirdja


 b) Approved to grant power and authority to the Board of Directors of the Company, with the
    right of substitution, to state/pour the resolution on the composition of the members of the
    Board of Commissioners and the Board of Directors mentioned above in a deed made
    before a Notary, including to state the composition of the Board of Commissioners and the
    Board of Directors related to the resolution, and to notify the changes in the Company's
    data to the Minister of Law and Human Rights of the Republic of Indonesia, and to take all
    and any necessary actions in connection with the resolution in accordance with the
    prevailing laws and regulations.

2. EGMS
  Resolution of the First Meeting Agenda
  a) Approved to amend several provisions in the Company's Articles of Association, namely:
     1. Provisions regarding the Board of Directors
     2. Provisions regarding the Duties and Authorities of the Board of Directors
     3. Provisions regarding the Board of Commissioner
     4. Provisions regarding the Duties and Authorities of the Board of Commissioner
  b) Approved to the addition of several provisions in the Company's Articles of Association,
    namely:
     1. Provisions regarding Transparency Aspects of the Board of Directors
     2. Provisions regarding Transparency Aspects of the Board of Commissioner
  c) Approved to amend and rearrange all articles in the Company's Articles of Association from
    the first article to the last article, in order to adjust and fulfill the provisions of POJK Number
    17 of 2023 concerning Implementation of Governance for Commercial Banks.




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d) To authorize the Board of Directors of the Company to declare the decision to amend the
  Company's Articles of Association to the Minister of Law and Human Rights of the Republic
  of Indonesia, and to take all necessary actions in accordance with the prevailing laws and
  regulations.




                              Jakarta, June 28, 2024

                    PT Bank Artha Graha Internasional Tbk

                                     Directors




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