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20240627_PYFA_Ringkasan Risalah//Risalah RUPS_31676432_lamp1.pdf
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ANNOUNCEMENT OF SUMMARY OF MINUTES
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT PYRIDAM FARMA TBK.
The Board of Directors of PT Pyridam Farma Tbk. (hereinafter referred to as the “Company”) hereby informs to
the Shareholders of the Company that it has held the Annual General Meeting of Shareholders (hereinafter
referred to as the “Meeting”) based on the Financial Services Authority (”OJK” or Otoritas Jasa Keuangan)
Regulation No. 16/POJK.04/2020 dated April 20th, 2020 regarding the Implementation of the Electronic General
Meeting of Shareholders of a Public Companies and OJK Regulation No. 15/POJK.04/2020 dated April 20th, 2020
regarding The Planning and Procedures for General Meeting of Shareholders of Public Companies, which are as
follows:
A. The Meeting was held on:
Day/Date : Tuesday, June 25th, 2024
Time : 2.30 p.m. to 3.53 p.m. Jakarta time
Venue : Sinarmas MSIG Tower, 12th floor, Jl. Jend. Sudirman No. Kav. 21,
Kuningan, South Jakarta, Indonesia
Meeting Agenda:
1. Approval of the Annual Report, Sustainability Report and Ratification of the Company’s Financial
Statements for the financial year which ends on December 31st, 2023 as well as granting of full release
and discharge of responsibilities (volledig acquit et de charge) to the members of the Board of
Directors and members of the Board of Commissioners for the management and supervisory actions
carried out for the financial year which ends on December 31st, 2023;
2. Determination of the allocation of the Company’s net profit for the financial year which ends on
December 31st, 2023;
3. Determination of Remuneration of Members of the Board of Directors and Board of Commissioners
of the Company for the Financial Year 2024;
4. Appointment of Public Accountant Firm to perform audit on the Company’s Consolidated Financial
Statements for the financial year which ends on December 31st, 2024;
5. Reports on the implementation of the use of proceed from the Continuing Public Offering of Pyridam
Farma Sustainable Bonds I Phase I Year 2022 and Continuing Public Offering of Pyridam Farma
Sustainable Bonds I Phase II year 2023; and
6. Approval of amendments to the Company's Articles of Association, namely (i) adjustment to the
formulation related to the Company's Supporting Business Activities as stated in the provisions of
Article 3 of the Company's Articles of Association regarding the Purpose and Objectives and Business
Activities of the Company to the 2020 Indonesian Standard Industrial Classification (KBLI), and (ii)
adjustment to the formulation related to the provisions of Article 38 of the Company's Articles of
Association regarding Work Plan, Financial Year, Annual Report, Use of Net Income and Distribution
of Interim Dividends with the Financial Services Authority Regulation No. 14/POJK.04/2022 concerning
Submission of Periodic Financial Statements of Issuers or Public Companies.
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B. Members of the Board of Directors and the Board of Commissioners of the Company who were physically
present at the Meeting :
BOARD OF DIRECTORS :
President Director : LEE YAN GWAN
Director : dr. WIDJANARKO BROTOSAPUTRO
Director : YENFRINO GUNADI
Director : BEDJO STEFANUS
BOARD OF COMMISSIONERS :
Independent Commissioner : CHARLES D. MARPAUNG
Independent Commissioner : MAURA LINDA SITANGGANG
C. Members the Board of Commissioners of the Company who were present virtually at the Meeting:
BOARD OF COMMISSIONERS :
President Commissioner : ROBBY YULIANTO
Independent Commissioner : M. SYAMSUL ARIFIN
D. The Meeting was attended by 8,582,112,376 shares with valid voting rights or equivalent to 76,38 % from
the total shares with valid voting rights issued by the Company.
E. In the Meeting, each shareholder/proxy was given the opportunity to seek inquiry and/or provide opinions,
related to each Meeting agenda.
F. The decision-making mechanism in the Meeting is as follows:
Meeting decisions were made by way of deliberation to reach consensus, if there were shareholders or
their proxies who vote against or abstain, the voting would be held.
G. The number of shareholders/proxies who sought inquiry and/or provided opinions as well as the results of
the vote on each agenda of the Meeting are as follows:
The number of Voting Results
AGMS Shareholders/Proxies who
Agenda sought inquiry and/or provide Affirmative Disapproval Abstain
opinions
1.643.500
8.577.880.948
shares 2.587.928 shares
shares
1 2 (0,01915 % (0,030155 % of
(99,950695 % of
of those those present)
those present)
present)
218.500
8.579.304.848
shares 2.589.028 shares
shares
2 1 (0,002546 % (0,030168 % of
(99,967286% of
of those those present)
those present)
present)
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2.874.900
8.576.648.448
shares 2.589.028 shares
shares
3 1 (0,033499 % (0,030168 % of
(99,936334 % of
of those those present)
those present)
present)
218.500
8.578.502.948
shares 3.390.928 shares
shares
4 0 (0,002546% (0,039512 % of
(99,957942 % of
of those those present)
those present)
present)
218.500
8.579.304.848
shares 2.589.028 shares
shares
5 0 (0,002546 % (0,030168 % of
(99,967286 % of
of those those present)
those present)
present)
218.500
8.579.305.948
shares 2.587.928 shares
shares
6 1 (0,002546% (0,030155% of
(99,967299% of
of those those present)
those present)
present)
H. Whereas in the Company’s Meeting the following decisions with unanimous votes have been made:
I. First Agenda
1. Approved the Annual Report and Sustainability Report and ratified the Company’s Financial
Statements for the financial year which ends on December 31st 2023;
2. Upon the approval of the Company’s Annual Report including Sustainability Report and the Board
of Commissioners’ Duties Report for the Financial Year which ends on December 31st, 2023 and the
ratification of the Company’s Consolidated Financial Statement which ends on December 31st, 2023
which has been audited by Tanubrata Sutanto Fahmi Bambang & Partners Public Accounting Firm,
firm member of BDO International with fair opinion, in all material respects, the Meeting gave full
discharge (volledig acquit et de charge) to all members of the Board of Directors and Board of
Commissioners for the management and supervisory actions that have been carried out during the
Financial Year which ends on December 31st, 2023, as far that such action is not a criminal act and
such action is reflected in the Company’s Consolidated Financial Statement, Sustainability Report
and Annual Report for Financial Year which ends on December 31st, 2023.
II. Second Agenda
Approved the use of the Company’s Net loss for the financial year which ends on December 31st, 2023 in the
amount of IDR 85,226,477,250.00 (eighty-five billion two hundred twenty-six million four hundred seventy-
seven thousand two hundred fifty Rupiah) and shall not set aside profits as reserves and distribute dividends
for the financial year 2023.
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III. Third Agenda
Grants authority and power to the Board of Commissioners of the Company to determine the amount of
salary or honorarium and other allowances for the members of the Board of Commissioners and Board of
Directors of the Company for the financial year which ends on December 31st, 2024, based on the Decision
of the Meeting of the Board of Commissioners of the Company with total salary, honorarium, bonuses, and
other allowances for the Board of Directors and the Board of Commissioners while taking into consideration
of the financial conditions and performance of the Company.
IV. Fourth Agenda
Authorized the Board of Commissioners to appoint a Public Accounting Firm to perform the audit of the
Company's Financial Report which will end on December 31st, 2024 by considering the proposal of the
Company's Board of Commissioners and taking into account the recommendations of the Company's Audit
Committee and authorizing the Company's Directors to determine the amount of the public accountant's
honorarium and other requirements, considering the Company’s needs to monitor and assess performance
and to consider prospective public accountants to be appointed based on input from the Company's Board
of Commissioners and the Company's Audit Committee and to consider other objectives deemed necessary
in making decisions.
V. Fifth Agenda
Approved the report on the implementation of the use of proceed from the Continuing Public Offering of
Pyridam Farma Sustainable Bonds I Phase I Year 2022 as of December 31st, 2023 in the amount of
Rp.394,244,332,005 (three hundred ninety-four billion two hundred forty-four million three hundred thirty-
two thousand five Rupiah) as referred in the Report on the Implementation of the Use of Proceed from the
Public Offering of Pyridam Farma Sustainable Bonds I Phase I Year 2022, with Letter Number: 008/PYFA-
CS/I/2024 dated January 15th, 2024 and report on the implementation of the use of proceed from the
Continuing Public Offering of Pyridam Farma Sustainable Bonds I Phase II Year 2023 in the amount of
Rp.318,482,800,686 (three hundred eighteen billion four hundred eighty-two million eight hundred thousand
six hundred eighty-six Rupiah) as referred in the Report on the Implementation of the Use of Proceed from
Continuing Public Offering of Pyridam Farma I Phase II Year 2023 as of December 31st, 2023, with Letter
Number: 009/PYFA-CS/I/2024 dated January, 15th 2024.
VI. Sixth Agenda
1. Approved the amendments to the Company's Articles of Association, namely (i) adjustment to the
formulation related to the Company's Supporting Business Activities as stated in the provisions of Article
3 of the Company's Articles of Association regarding the Purpose and Objectives and Business Activities
of the Company to the 2020 Indonesian Standard Industrial Classification (KBLI), and (ii) adjustment to
the formulation related to the provisions of Article 38 of the Company's Articles of Association regarding
Work Plan, Financial Year, Annual Report, Use of Net Income and Distribution of Interim Dividends with
the Financial Services Authority Regulation No. 14/POJK.04/2022 concerning Submission of Periodic
Financial Statements of Issuers or Public Companies; and
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2. Grants authority and power with substitution rights to the Board of Directors of the Company, both jointly
and individually, to take all actions in connection with the abovementioned decision including but not
limited to entering into, signing and submitting all documents, and to declare them in a separate deed
before the Notary and notify the change in the composition of the Company's management to the
competent authority based on the applicable laws and regulations.
Jakarta, June 27th, 2024
The Board of Directors of PT Pyridam Farma Tbk.
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Names mentioned 11 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×3
unresolved
org
Tanubrata Sutanto Fahmi Bambang & Partners
p.3
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