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20240628_UNIQ_Ringkasan Risalah//Risalah RUPS_31676567_lamp2.pdf

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Page 1
                           ANNOUNCEMENT OF
                      THE SUMMARY OF MINUTES OF
                ANNUAL GENERAL MEETING OF SHAREHOLDERS
                           PT ULIMA NITRA TBK

In order to comply with the provisions of Article 49 paragraph (1). Article 51 paragraph (2) of the
Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the Plan and
Implementation of the General Meeting of Shareholders of a Public Company (“POJK 15.2020”), PT
Ulima Nitra Tbk (the “Company”) hereby announces the Summary of Minutes of the Annual
General Meeting of Shareholders (“AGMS”) (in this summary of minutes, the AGMS shall be
referred to as the “Meeting”). This Summary of Minutes of Meeting contains information in
accordance with the provisions of Article 15 paragraph (1) of POJK15/2020 as follows :

   A. Date, Place, Time and Agenda
      Day / Date               : Wednesday, 26th 2024
      Place                    : Ballroom Hotel The 101 Palembang
                                  Jalan Rajawali No. 18, 9 Ilir Timur Palembang
      Time                     : 09.00 WIB – 10.30 WIB
      Agenda of the Meeting    :

       1. Approval and ratification of the Company's Annual Report for the financial year ended
          31 December 2023 including the Company's Activity Report, the Board of
          Commissioners' Supervisory Report and Financial Report for the financial year ended 31
          December 2023, as well as granting full release and discharge of responsibilities (acquit
          et al. de charge) to the Board of Commissioners and the Board of Directors of the
          Company for their supervisory and management actions during the financial year ended
          December 31, 2023;
       2. Approval of the use of incomes of the company's activities for the financial year ended
          on December 31, 2023;
       3. Approval for the appointment of the Company's Public Accountant for the fiscal year
          2024;
       4. Determination of Salary/Honorarium, Other Benefits and Tantiem for Members of the
          Board of Commissioners of the Company by Nomination and Remuneration Committee
          and Determination of Salary/Honorarium, Other Benefits and Tantiem for Members
          Directors of the Company by Board of Commissioners;
       5. Approval to guarantee the Company's assets and/or properties for loan facilities to be
          obtained by the Company from banks and/or other financial institutions.
Page 2
B. Members of the Board of Directors and Board of Commissioners who attended in the
   Meeting
   Board of Directors
   President Director         : Mr. Burhan Tjokro
   Director                   : Mr. Ulung Wijaya

   Board of Commissioners
   President Commissioners         : Mrs. Mertje Tjokro
   Commissioners                   : Mr. Supandi Widi Siswanto

C. Number of shares with valid voting rights that attended or were represented by their
   proxies at the Meeting and the percentage of the total issued shares being 3.138.983.000
   shares
   In the Meeting, the number of shares with valid voting rights that attended and/or were
   represented whether physically or electronically through eASY.KSEI are as follows :
   - Number of shares : 2.716.940.400
   - Percentage          : 86,55%
   Thus, based on the General Register of Shareholders as of June 3rd 2024, the quorum of the
   Meeting has been fulfilled and is in accordance with the provisions of Article 13 of the
   Company’s Articles of Association. Article 43 of POJK 15/2020.

D. Notification, Announcement, and Invitation of the Meeting
   The procedure for conducting the Meeting in accordance with the provisions of Article 13,
   Article 14 and Article 17 of POJK 15/2020. Article 12 of the Company’s Article of Association,
   has been applied to the Shareholders, as follows :
     ▪ Announcement of the Meeting on May, 20th 2024 to the Financial Services Authority
         (OJK) as well as through PT Bursa Efek Indonesia’s website, the Company’s website
         and the eASY.KSEI’s website; and
     ▪ Invitation to the Meeting on June, 4th 2024 through PT Bursa Efek Indonesia’s website,
         the Company’s website and the eASY.KSEI’s website

E. The Chair of the Meeting
   The Meeting was chaired by Mrs. Mertje Tjokro as an President Commissioners based on
   Board of Commissioners Decision Letter : 003/UN-DK-KEP/V/2024.

F. Opportunity to ask questions and/or opinions related to the agenda of the Meeting
   In the agenda of the Meeting mentioned above, the shareholders and/or their proxies have
   been given the opportunity to ask questions and/or provide opinions regarding the agenda
   of the Meeting.
Page 3
G. The number of shareholders who asked questions and/or gave opinions regarding the
   entire agenda of the Meeting
   The Company has provided an opportunity for shareholders or their proxies to submit
   questions. However, at the time of the Meeting, there were no questions and/or opinions
   submitted from the shareholders or the shareholders proxies.

H. Mechanism of decision-making in the Meeting
   The decisions-making mechanism in the Meeting was conducted by deliberation for
   consensus. However, if deliberation for consensus was not reached, then the decisions
   would be made by voting openly.

I. Result of decision-making in the Meeting
   The votes casted in the voting for decision-making throughout the Meeting agenda have
   been counted and validated by an independent party namely Ibu Eti Mulyati, S.H., M.Kn., as
   a Notary with a percentage of the number of shares with valid voting rights that attended
   or were represented at the Meeting, with the following results :

          Agenda                                 Total of Votes
                           Affirmative                 Negative              Abstain
         First      2.716.940.400 shares                None                  None
                    represented 100%
         Second     2.716.940.400 shares                None                  None
                    represented 100%
         Third      2.716.940.400 shares                None                  None
                    represented 100%
         Fourth     2.716.940.400 shares                None                  None
                    represented 100%
         Fifth      2.716.940.400 shares                None                  None
                    represented 100%

J. Meeting Resolution
   1. First Agenda :
          a. Approving and receiving for the Annual Report of the Company's Board of
              Directors regarding to the activities and operations of the Company including
              but unlimited to the results achieved during the financial year ending on
              December 31, 2023, the Supervisory Report of the Company's Board of
              Commissioners for the financial year 2023 as well as providing approval and
              ratification of The Company's Financial Statements for the financial year ended
              December 31, 2023 which has been audited by the Public Accounting Firm
              MIRAWATI SENSI IDRIS & Partners.
Page 4
       b. Approving for the granted of full release and discharge of responsibility (volledig
          acquit et de Charge) to the members of the Company's Board of Directors for
          management actions and members of the Company's Board of Commissioners
          for supervisory actions that have been carried out in the financial year ending on
          December 31, 2023, as long as these actions reflected on the Annual Report and
          recorded in the Company's Financial Statements and is not a criminal act or a
          violation of the provisions of the applicable laws and regulations.

2. Second Agenda :
      a. The final dividend distribution will be paid for each share issued by the Company
         which is recorded in the Company's Register of Shareholders on the recording
         date which will be determined by the Board of Directors in the amount of Rp.
         12.493.152.340 (Twelve Billion Four Hundred Ninety Three Thousand One
         Hundred Fifty Two Thousand Three Hundred Forty Rupiah) with a payout ratio of
         29,41% of net profit which can be distributed to shareholders with details as
         follows :
               i. Rp. 12.493.152.340 (Twelve Billion Four Hundred Ninety Three Thousand
                  One Hundred Fifty Two Thousand Three Hundred Forty Rupiah) or the
                  equivalent of IDR 3.98 (Three Point Ninety Eight Rupiah) per share
                  distributed to shareholders as dividends;
              ii. Board of Directors will deduct dividend tax in accordance with applicable
                  tax regulations for dividend payments.
             iii. The Board of Directors is given the power and authority to determine
                  matters relating to the implementation of dividend payments, including
                  (but not limited to) :
                      a) Determine the recording date referred to in point (1) to
                          determine the Company's shareholders who are entitled to
                          receive dividend payments for the 2023 financial year; And
                      b) Determining the implementation date of dividend payments for
                          the 2023 financial year, and other technical matters without
                          prejudice to the Stock Exchange regulations where the Company's
                          shares are listed.
      b. Set aside reserves as stipulated by Article 25 of the Company's Articles of
         Association in the amount of Rp. 2,000,000,000 (Two Billion Rupiah) of the
         Company's Net Profit;
      c. The remaining net profit of the Company is Rp. 27.991.451.896 (Twenty Seven
         Billion Nine Hundred Ninety One Thousand Four Hundred Fifty One Thousand
         Eight Hundred Ninety Six Rupiah) will be determined as the Company's Retained
         Earning;
      d. To give authority to the Board of Directors of the Company to arrange detailed
         procedures for paying dividends.
Page 5
       3. Third Agenda :
              a. Granting the authority to the Board of Commissioners of the Company to
                 appoint a Public Accounting Firm registered with the Financial Services Authority,
                 if for one reason or another the appointed Public Accounting Firm is unable to
                 carry out its duties, the Board of Commissioners appoints another Public
                 Accounting Firm based on the recommendation of the Audit Committee;
              b. Granting the authority to the Board of Directors of the Company to take actions
                 and all management, including but not limited to determining the amount of
                 professional honorarium and signing documents.

       4. Fourth Agenda :
             a. Granting the power and authority to the Company's Board of Commissioners to
                 determine the amount of salary and other benefits for members of the
                 Company's Board of Directors in accordance with the structure and amount of
                 remuneration based on the Company's remuneration policy for the financial
                 year ending 31 December 2024;
             b. Granting the power and authority to the Company's Nomination and
                 Remuneration Committee to determine the amount of remuneration and other
                 benefits for members of the Company's Board of Commissioners maximum
                 amount Rp. 1.110.000.000 (One Billion One Hundred and Ten Million Rupiah) for
                 the financial year ending on December 31, 2024;
             c. Granting authority to the Company's Board of Commissioners to determine
                 tantiem and/or bonuses for members of the Company's Board of Directors and
                 members of the Board of Commissioners for services rendered in the financial
                 year ending December 31, 2023 amounting to Rp. 2.336.620.000 (Two Billion
                 Three Hundred Thirty Six Thousand Six Hundred Twenty Thousand Rupiah), this
                 authority will be exercised by taking into account the recommendation of the
                 Remuneration and Nomination Committee.

       5. Fifth Agenda :
          Give approval to the Company's Board of Commissioners and Directors to guarantee the
          Company's assets and/or assets to obtain lending (credit) facilities from banks and/or
          other financial institutions.

Thus the Summary of Minutes of the Meeting is made in accordance with the provisions of Article
49 paragraph (1). Article 51 paragraph (2) POJK No. 15/2020.

                                   Palembang, Juni 28th , 2024
                                       Board of Directors

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Names mentioned 10 people and organisations named in the text · linked when the evidence is strong

linked org ULIMA NITRA TBK p.1 ×5
linked person Burhan Tjokro p.2
linked person Ulung Wijaya p.2
possible person Mertje Tjokro p.2 ×3
possible person Supandi Widi Siswanto C. p.2 ×2
possible org PT Bursa Efek Indonesia p.2 ×2
possible org PT Bursa Efek Indonesia’s p.2 ×2
unresolved org Financial Services Authority p.1 ×3
unresolved person Eti Mulyati p.3
unresolved org Public Accounting Firm MIRAWATI SENSI IDRIS & Partners p.3

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