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20240624_LPKR_Ringkasan Risalah//Risalah RUPS_31674477_lamp2.pdf
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Page 1
THE SUMMARY MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT LIPPO KARAWACI TBK
The Board of Directors of PT Lippo Karawaci Tbk, having domicile and headquartered in Tangerang (the “Company”), hereby announces to the Shareholders
that the Company has convened the Annual General Meeting of Shareholders (the “Meeting”), with the following summary:
Day/ Date : Monday/ 24 June 2024
Time : 2:18 p.m. - 3:45 p.m Western Indonesia Time
Venue : Hotel Aryaduta Jakarta, Jl. Prajurit KKO Usman dan Harun No. 44-48, Gambir, Jakarta Pusat 10110
Media Conferencing : AKSes.KSEI in Zoom webinar format
I. Chairman of the Meeting
The Meeting was chaired by Mr. John A. Prasetio as President Commissioner/ Commissioner Independent of the Company, in accordance with the
Minutes of the Board of Commissioners’ Meeting on 25 June 2024.
II. Attendance of Members of the Board of Commissioners, the Board of Directors, and Committees under the Board of Commissioners
Board of Commissioners Board of Directors
(*)
President Commissioner : John A. Prasetio President Director : Ketut Budi Wijaya (*)
(Independent) Director : John Riady (**)
(*)
Independent Commissioner : Anangga W Roosdiono Director : Marshal Martinus Tissadharma (**)
(*)
Independent Commissioner : Dr. Kartini Sjahrir Director : Phua Meng Kuan (Daniel Phua) (**)
(**)
Commissioner : Kin Chan Director : Dominique Dion Leswara (**)
(**)
Commissioner : Anand Kumar Director : Gita Irmasari (**)
Audit Committee Nomination and Remuneration Committee
Chairman : John A. Prasetio (*) Chairman : Anangga W Roosdiono (*)
Member : Yani Bardan (**) Member : John A. Prasetio (*)
Member : Rajiv Krishna (**)
(*) (**)
Attend Physically; Attend via media conference
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III. Attendance Quorum
The Meeting was also attended by Shareholders and/or Proxy Holder representing 54,605,897,063 shares in the Company, constituting 77.043% of
the total 70,877,317,769 shares issued by the Company after deducting the Company's Treasury Stock.
IV. Submission of Questions and/or Opinions related to the Meeting Agenda
In every discussion of the Meeting’s agenda, the Company has provided an opportunity for the Shareholders or their Proxies to be able to ask questions
and/or opinions related to the discussion of each agenda of the Meeting.
V. Voting Mechanism
- Resolution on each Meeting agenda was adopted by deliberation to reach a consensus. If deliberation to reach consensus is not reached, then the
resolution in the Meeting is conducted private;
- Voting can be carried out (a) by electronically (e-Voting) through the eASY.KSEI application or through a system owned by the appointed Securities
Administration Bureau, where the e-Voting guide and/or video guide has been uploaded to the Company's website since the date Invitation to the
Meeting and (b) physically/directly in the Meeting room via a voting card given to the Securities Administration Bureau;
- Each holder of 1 (one) share is entitled to cast 1 (one) vote;
- Shareholders or their Proxies who did not vote or cast abstain vote are considered casting the same vote as the majority of voting result;
- Implementation of voting is carried out after the presentation of each agenda of the Meeting;
- For agenda that require the Meeting’s approval, resolutions will be adopted provided if it is approve: for the first, second, third, fourth, fifth and
sixth agenda of the Meeting, more than 1/2 (one-half) of the total votes validly casted in the Meeting;
- For agenda that require the Meeting’s approval, resolutions will be adopted provided if it is approve: for the seventh agenda of the Meeting, more
than 2/3 (two-third) of the total votes validly casted in the Meeting.
VI. Appointed Independent Parties and/or Capital Market Supporting Professionals
1) Mrs. Novita Puspitarini, S.H. as a Public Notary;
2) PT Sharestar Indonesia as the Securities Administration Bureau (BAE); and
3) Mr. Eishennoraz as Public Accountant from the Accounting Public Firm Amir Abadi Jusuf, Aryanto, Mawar & Rekan.
Page 3
VII. Meeting’s Agenda and Voting Results
First Agenda : Approval of the Annual Report of the Company including the Board of Commissioners’ Supervisory Duties Report as
well as Ratification of the Financial Statements of the Company for the Financial Year Ended on 31 December 2023.
Agree Not Approve Abstain
54,218,125,613 shares (99.290%) 222,500 shares (0.000%) 387,548,950 shares (0.710%)
Total Agree : 54,605,674,563 shares (99.999%)
Resolutions : 1. Approving the Annual Report of the Company for the financial year ended on 31 December 2023 including the
Supervisory Duties Report of the Board of Commissioners, as well as to ratify the Financial Statements of the
Company for the financial year ended on 31 December 2023 which had been audited by the Public Accounting Firm
of "Amir Abadi Jusuf, Aryanto, Mawar & Rekan” as stated in its report dated 25 March 2024, with “unqualified
opinion”;
2. Granting release and discharge (“volledig acquit et decharge”) to the members of BOC and Board of Directors of
the Company for the management and supervision performed in the financial year 2023, provided that the
management and supervision actions were reflected in the said Annual Report and Financial Statements of the
Company for the financial year 2023 and they are not criminal acts or violation of the prevailing regulations.
Total questions/ : None
opinions
Second Agenda : Allocation of the Company’s net profit for the Financial Year Ended on 31 December 2023
Agree Not Approve Abstain
54,242,485,863 shares (99.334%) 15,057,900 shares (0.028%) 348,353,300 shares (0.638%)
Total Agree : 54,590,839,163 shares (99.972%)
Resolutions : 1. Approve to allocate an amount of Rp150,000,000 (one hundred fifty million Rupiah) as reserve fund
2. Approve that the remaining net income of the Company after deducted by the reserve fund as mentioned above,
will be recorded as retained earnings of the Company
3. Approve to not distribute dividends for the financial year ended on 31 December 2023
Total questions/ : 1 (one) question/opinion
opinions
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Third Agenda : Appointment of Public Accounting Firm and/or Public Accountant to Perform Audit on the Company for the Financial
Year Ended on 31 December 2024 including any other audited Financial Statements as required by the Company.
Agree Not Approve Abstain
54,227,426,933 shares (99.307%) 30,116,930 shares (0.055%) 348,353,200 shares (0.638%)
Total Agree : 54,575,780,133 shares (99.945%)
Resolutions : 1. Grant power and authority to the Company's Board of Commissioners to appoint a Public Accountant and/or Public
Accounting Firm, to provide audit services on the Company's Financial Statements for the financial year of 2024,
including appointing a Public Accountant and/or other Public Accounting Firm registered with OJK if for one reason
and other matters the Public Accountant and/or the Public Accounting Firm above are unable to carry out their
duties, taking into account the recommendations of the Audit Committee on their duties.
2. Grant authority to the Board of Directors of the Company to determine the amount of professional honorarium, sign
documents, and all actions related to the appointment of the Public Accountant and/or Public Accounting Firm.
Total questions/ : None
opinions
Fourth Agenda : Changes and/or restatement of the composition of the members of the Board of Directors and/or the Board of
Commissioners of the Company
Agree Not Approve Abstain
49,380,249,830 shares (90.430%) 2,879,493,933 shares (5.273%) 2,346,153,300 shares (4.297%)
Total Agree : 51,726,403,130 shares (94.727%)
Resolutions : 1. Approve the resignation of Mr. Ketut Budi Wijaya from his position as President Director, Mr. Dicky Setiadi Moechtar
from his position as Vice President Director, Mr. John Riady from his position as Director, Mr. Phua Meng Kuan from
his position as Director and Mr. John A. Prasetio from his position as President Commissioner/Independent
Commissioner and provide release and discharge (volledig acquit et de charge), for management actions and
supervisory actions carried out since their appointment, respectively, as member of the Board of Directors and
member of the Board of Commissioners, until the end of term of office namely until the closing of this Meeting,
provided that the actions are reflected in the books, records and financial statements of the Company
2. Approve the appointment of Mr. Marlo Budiman as President Director of the Company, to replace and continue the
remainder of Mr. Ketut Budi Wijaya’s term of office effective from the closing of this Meeting
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3. Approve the appointment of Mr. Prof. DR. IR. Ginandjar Kartasasmita as President Commissioner/Independent
Commissioner of the Company, to replace and continue the remainder of Mr. John A. Prasetio’s term of office
starting from the closing of this Meeting
4. Approve the appointment of Mr. Ketut Budi Wijaya as Commissioner of the Company, effective from the closing of
this Meeting, with the term of office following the remaining term of office of the other members of the Board of
Commissioners
5. In relation to the above decisions, the Company intends to restate the composition of the members of the Board of
Directors and Board of Commissioners of the Company, for the period from the closing of the Meeting until the
closing of the Annual General Meeting of Shareholders to be held in 2028, without prejudice to the rights of the
General Meeting of Shareholders to dismiss them from time to time, shall be as follows:
Board of Commissioners
President Commissioner : Prof. DR. IR. Ginandjar Kartasasmita
(Independent)
Independent Commissioner : Anangga W. Roosdiono
Independent Commissioner : DR. Kartini Sjahrir
Commissioner : Anand Kumar
Commissioner : Kin Chan
Commissioner : George Raymond Zage III
Commissioner : Ketut Budi Wijaya
Board of Directors
President Director : Marlo Budiman
Director : Marshal Martinus Tissadharma
Director : Surya Tatang
Director : Dominique Dion Leswara
Director : Gita Irmasari
Director : David Iman Santosa
6. Grant the power and authority with rights of substitution to the Board of Directors and/or Corporate Secretary of
the Company to take any actions required in connection with the appointment of the members of Board of
Directors and Board of Commissioners as mentioned above, including but not limited to record or to request
before the Notary as well as to sign any documents for the purpose of notarizing the changes thereof, and to
register the aforementioned changes of into the Company Register as deemed required by the prevailing laws and
regulations.
Total questions/ : None
opinions
Page 6
Fifth Agenda : Determination of Remuneration for the Board of Directors and/or Board of Commissioners of the Company for the
Year of 2024.
Agree Not Approve Abstain
54,242,485,863 shares (99.334%) 15,057,900 shares (0.028%) 348,353,300 shares (0.638%)
Total Agree : 54,590,839,163 shares (99.972%)
Resolutions : 1. Grant the power and authority to the Board of Commissioners of the Company or the Nomination and
Remuneration Committee to determine the amount of salary, tantiem, allowances and other remuneration for
members of the Board of Directors in accordance with the structure and amount of remuneration based on the
Company's remuneration policy for the financial year ending on 31 December 2024.
2. Grant the power and authority to the Nomination and Remuneration Committee to determine the amount of salary
and other allowances for members of the Board of Commissioners in accordance with the structure and amount of
remuneration based on the Company's remuneration policy for the financial year ending on 31 December 2024.
Total questions/ : 1 (one) question/opinion
opinions
Sixth Agenda : Approval on the Proposed Addition of Business Activity of the Company, including Discussion Regarding Feasibility
Study on the Addition of Business Activity of the Company
Agree Not Approve Abstain
54,257,321,263 shares (99.362%) 9,100 shares (0.000%) 348,566,700 shares (0.638%)
Total Agree : 54,605,887,963 shares (100%)
Resolutions : Approve the addition of Company’s business activity by adding KBLI namely On-Street Parking Activities and Off-Street
Parking Activities which will be stated in the Company’s Articles of Associations by taking into account the feasibility
study report from Public Appraiser Febriman, Siregar, dan Rekan as stated under the Feasibility Study Report on the
Addition of Business Activity of PT Lippo Karawaci Tbk No. 00410/2.0109-05/BS/03/0069/1/V/2024 dated 13 May 2024
dan No. 00460/2.0109-05/BS/03/0069/1/V/2024 dated 31 May 2024
Total questions/ : 1 (one) question/opinion
opinions
Page 7
Seventh Agenda : Amendment and Restatement of the Articles of Associations of the Company
Agree Not Approve Abstain
54,257,321,363 shares (99.362%) 9,100 shares (0.000%) 348,566,600 shares (0.638%)
Total Agree : 54,605,887,963 shares (100%)
Resolutions : 1. Approve the amendment of Article 3 paragraph (2), Article 16 paragraph (7) and (8), Article 17 paragraph (4), and
Article 20 paragraph (2) of the Articles of Associations of the Company, as required and approved by the Meeting
and compile and restate the entire Articles of Associations of the Company in relation with such adjustment.
2. Grant authorization with substitution rights to the Board of Directors and/or the Corporate Secretary of the
Company to take all actions related to the resolution of this Meeting, including but not limited to appear before
the authorities, discuss, provide and/or request information, submit request for approval and/or notify any
amendments to the Articles of Association of the Company to the Minister of Law and Human Rights of the Republic
of Indonesia and other relevant authorities, enter into or sign any deeds and letters or other documents that are
needed or deemed necessary, present before a Notary to be drawn up and sign the deed of statement of the
resolutions of the Company’s Meeting and carry out other matters that must be and/or can be implemented in
order to ensure the realisation/enforceability of the Meeting resolutions.
Total questions/ : None
opinions
Thus, the Summary of the Minutes of this Meeting was prepared to fulfill the provisions of Article 51 and Article 52 paragraph (1) OJK Regulation No. 15/2020
and at the same time to fulfill the provisions of OJK Regulation No. 31/POJK.04/2015 concerning Disclosure of Material Information or Facts by Issuers or
Companies Public in relation with changes in members of the Board of Directors and/or members of the Board of Commissioners.
Tangerang, 24 June 2024
Board of Directors of the Company
Names mentioned 24 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Novita Puspitarini
p.2
unresolved
org
PT Sharestar Indonesia
p.2
unresolved
person
Eishennoraz
p.2
unresolved
org
Mawar & Rekan
p.2 ×2
unresolved
person
Prof. DR. IR. Ginandjar Kartasasmita
· President Commissioner
p.5 ×2
unresolved
org
Minister of Law and Human Rights
p.7
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