20240624_IMAS_Ringkasan Risalah//Risalah RUPS_31674355_lamp4.pdf

		
                                         PT INDOMOBIL SUKSES INTERNASIONAL Tbk
                                                                                             (the ”Company”)

                                          ANNOUNCEMENT OF
               SUMMARY OF MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
           SCHEDULE AND PROCEDURE FOR CASH DIVIDEND DISTRIBUTION FOR THE FISCAL YEAR OF 2023
The Board of Directors of PT Indomobil Sukses Internasional Tbk, domiciled in East Jakarta hereby                 The Fourth Agenda of the Meeting:
announces that on Thursday, June 20, 2024, at Indomobil Tower 13th Floor, Jl. MT. Haryono Kav.11,                 Granting of authority to the Board of Commissioners:
East Jakarta, has been convened the Annual General Meeting of Shareholders (hereinafter referred to
                                                                                                                  1. To appoint the Public Accountant Office to audit the Company’s financial report for the Fiscal Year of
as the “Meeting”) of PT Indomobil Sukses Internasional Tbk (hereinafter referred to as the “Company”).
                                                                                                                       2023, provided that:
The Meeting was opened at 15.12 Western Indonesia Time.
                                                                                                                       a) the appointment of the Public Accountant Office shall be conducted through a selection process;
A. Agenda of the Meeting                                                                                               b) the Public Accountant Office shall be affiliated with an international Public Accountant Office;
In accordance with the notification announced by the Company in Bisnis Indonesia and Jakarta Post on                   c) the Public Accountant Office shall be registered in the Financial Services Authority.
May 29, 2024, the Agenda of the Meeting is as follows:                                                            2. To stipulate the amount of the Public Account Office’ honorarium and other requirements in relation to
1. Approval of the Board of Directors’ Annual Report regarding the condition and performance of the                    such appointment.
     operations of the Company during the Fiscal Year of 2023.                                                    The consideration behind the delegation of the appointment of the Public Accounting Firm to the Board
2. Ratification of the annual Calculation (Consolidated Statement of Financial Position and Consolidated          of Commissioners for the Company is so that the Company can conduct selection by considering the
     Statement of Profit or Loss and Other Comprehensive Income) for the Fiscal Year of 2023 and the              recommendation from the Audit Committee.
     granting of a full acquittal and discharge of responsibilities (acquit et de charge) to all members of the
                                                                                                                  The Fifth Agenda of the Meeting:
     Board of Directors and the Board of Commissioners of the Company.
3. Determination of the allocation of the Company’s net profit for the fiscal year of 2023.                       1. To approve the change in the composition of the Board of Directors and Board of Commissioners of
4. Appointment of Public Accountant Firm to audit the Company’s books of accounts for the Fiscal Year                  the Company as of the closing of this Meeting until the closing of the Company’s Annual GMS in 2027
     of 2024 including determination of the requirement for such appointment.                                          shall be as follows:
5. Approval of the changes in the composition of the Board of Directors and Board of Commissioners of                  President Director                 : JUSAK KERTOWIDJOJO
     the Company.                                                                                                      Director                           : SANTIAGO SORIANO NAVARRO
6. Determination of policies regarding the remuneration of the members of the Board of Directors and                   Director                           : EVENSIUS GO
     the Board of Commissioners of the Company.                                                                        Director                           : BAMBANG PRIJONO SP
B. Quorum of the Shareholders                                                                                          Director                           : GUNAWAN (GUNAWAN EFFENDI)
                                                                                                                       Director                           : ANDREW NASURI
The Meeting was attended by shareholders or their proxy/representatives either physically present in
                                                                                                                       Director                           : WILLIANTO HUSADA
the Meeting room or by electronically through the eASY.KSEI application which in total is amounting to
3,793,074,799 shares or equivalent to 94.9624% of the total shares with valid voting rights issued by the              President Commissioner             : EUGENE CHO PARK
Company up to May 28, 2024, totalling 3,994,291,039 shares, according to the Shareholders Register of                  Vice President Commissioner        : PRANATA HAJADI
the Company as of May 28, 2024, until 4 p.m. Western Indonesian Time. Pursuant thereto, the required                   Independent Commissioner           : HANADI RAHARDJA
quorum for the Meeting as stipulated in the Company’s Articles of Association and Company Law as well                  Independent Commissioner           : MOHAMAD JUSUF HAMKA
as the Financial Services Authority Regulation, has been complied.                                                     Independent Commissioner           : TAN LIAN SOEI
                                                                                                                       Independent Commissioner           : EDWIN HIDAYAT (EDWIN HIDAYAT ABDULLAH)
C. Attendance of the Board of Directors and Board of Commissioners of the Company
                                                                                                                  2. To authorize the Board of Directors of the Company, with the right of substitution to restate the
The Meeting was attended physically by the members of the Board of Directors and the Board of
                                                                                                                       resolution of this Meeting in a notarial deed and further to notify regarding the change of the
Commissioners as follows:
                                                                                                                       composition of the members of the Board of Directors and Board of Commissioners of the Company
Board of Directors		                                               Board of Commissioners                              to the Minister of Law and Human Rights of the Republic of Indonesia in accordance with the
     President Director Jusak Kertowidjojo                  Commissioner           Eugene Cho Park                     prevailing regulations.
     Director           Evensius Go                         Independent            Mohamad Jusuf Hamka            The Sixt Agenda of the Meeting:
     Director           Santiago Soriano Navarro            Commissioner                                          1. To approve the granting of remuneration to the entire members of the Board of Commissioners and
                                                                                                                       Board of Directors of the Company for the implementation of their duties in the following years, in
Meanwhile, the other members of Board of Directors and Board of Commissioners attended the Meeting                     the total annual amount of (including salary and bonus) is IDR 20,586,150,000.00 until otherwise
online.                                                                                                                stipulated by the future General Meeting of the Shareholders;
D. Opportunity to Raise Questions                                                                                 2. To grant an authority to the Board of Commissioners of the Company to stipulate the amount and
Prior to the adoption of resolution, the Chairman of the Meeting provided shareholders with an opportunity             type of remuneration and other facilities to the members of the Board of Commissioners and Boards
to raise question and/or provide opinions on each Agenda item. There were shareholder who raised                       of Directors of the Company.
question, and opinions for the first, second and third Agenda of the Meeting, while for the fourth, fifth and     The Meeting was closed at 15.50 Western Indonesia Time.
sixth Agenda of the Meeting, there were no shareholders who raised questions and/or opinions.                     H. Schedule and Procedures for the Payment of Cash Dividend for the Financial Year of 2022
E. The Mechanism for Adopting Resolution                                                                          In accordance with the resolution of the Meeting of the Company dated June 20, 2024, it is hereby
The resolutions of the Meeting were adopted through amicable deliberation to reach a mutual consensus,            informed that the Company has stipulated the cash dividend for the Financial Year of 2023 in the amount
however, in the event that, there were disagreements or abstentions among the shareholders or their               of IDR 39,942,910,390.00 to be distributed to the shareholders, therefore, the cash dividend to be paid
proxy/representatives, resolutions were decided through a voting process involving raising hands or               shall be in the amount of IDR10,00 per share, which shall be distributed to the shareholders of the
utilizing the features on the eASY.KSEI application.                                                              Company with the schedule and procedures as follows:
F. The Voting Result for Each Agenda of the Meeting                                                               1. Schedule
The voting result for each Agenda of the Meeting is as follows:
                                                                                                                   NO.                               REMARKS                                              DATED
       Agenda of                                             Vote                                                   1     Cash Cum Dividend in Continuous Auction Market & Negotiation                 June 28, 2024
      the Meeting         Attendance          Non Affirmative           Abstain           Affirmative Vote          2     Cash Ex Dividend in Continuous Auction Market & Negotiation                   July 1, 2024
                                                   Vote                                                             3     Cash Cum Dividend in Spot Market                                              July 2, 2024
            1              3,793,074,799               910,032                543,200         3,792,164,767         4     Cash Ex Dividend in Spot Market                                               July 3, 2024
            2              3,793,074,799               905,032                548,200         3,792,169,767         5     Date of Shareholders Register who entitled to the Cash Dividend               July 2, 2024
            3              3,793,074,799               905,032                420,400         3,792,169,767               (Recording date)
            4              3,793,074,799               162,300                548,200         3,792,912,499          6    Cash Dividend Payment                                                        July 24, 2024
            5              3,793,074,799                      0               420,400         3,793,074,799
                                                                                                                  2. Method of Cash Dividend Payment
            6              3,793,074,799               910,032                415,400         3,792,164,767
                                                                                                                  The cash dividend will be distributed to the shareholders whose names are registered in the Shareholders
G. The Resolutions of the Meeting                                                                                 Register of the Company (recording date) on July 2, 2024 until 16.00 Western Indonesia Time and/or
The resolutions of the Meeting are as follows:                                                                    the shareholder of the Company in the Sub Securities Account in PT Kustodian Sentral Efek Indonesia
The First and Second Agenda of the Meeting:                                                                       (“KSEI”) at the closing of trading on July 2, 2024.
1. To approve the Annual Report of the Company and Subsidiaries for the Fiscal Year of 2023.                      For the shareholders whose shares are deposited in the collective deposit of KSEI, the cash dividend will
2. To ratify the Annual Calculation (Consolidated Statement of Financial Position and Consolidated                be paid through KSEI and distributed to the securities account of the Securities Companies or Custodian
     Statement of Profit or Loss and Other Comprehensive Income) for the Fiscal Year of 2023, and the             Bank on July 24, 2024. The payment receipt of the cash dividend payment shall be given by KSEI to
     explanation of such document, which has been audited by the Public Accounting Firm Purwantono,               the Securities Companies or Custodian Bank where the shareholders open their accounts. For the
                                                                                                                  shareholders whose shares are not deposited in the collective deposit of KSEI, the cash dividend payment
     Sungkoro & Surja pursuant to its report dated March 27, 2024 with unqualified opinion.
                                                                                                                  will be transferred to the account of the shareholders.
Upon the approval of the Annual Report of the Board of Directors and the ratification of Annual Calculation
                                                                                                                  The cash dividend payment shall be subject to tax pursuant to the existing taxation laws and regulation.
of the Company, the Meeting grants a full acquittal and discharge (acquit et de charge) to all members of
                                                                                                                  The taxable amount shall be borne by the relevant shareholders and deducted from the amount of their
the Board of Directors and the Board of Commissioners of the Company for all of their management and
                                                                                                                  cash dividend amount.
supervisory duties having been performed during the Fiscal Year of 2023, provided that such duties were
not criminal acts and are reflected in the Annual Report and Financial Report of the Company.                     The shareholders who are considered as a Non-Resident Tax Payer whose tax deduction will use the tariff
                                                                                                                  based on the Agreement of Avoidance Double Taxation (P3B) shall meet the requirements of Article 26
The Third Agenda of the Meeting:
                                                                                                                  of Law No. 36 of 2008 and shall submit Forms DGT-1 and DGT-2 which have been legalized by the Tax
To determine the use of Company’s net profit for the Fiscal Year of 2023 for the following purposes:              Services Office of Exchange Registered Company (Kantor Pelayanan Pajak Perusahaan Masuk Bursa)
1. Allocation of reserved fund in the amount of IDR.2,000,000,000.00 as required in the provision of              to KSEI or Biro Administrasi Efek (“BAE”) at the latest by July 17, 2024 (5 trading days before the day of
     Article 70 paragraph (1) of the Company Law.                                                                 the payment). Without the required documents, the cash dividend which will be paid shall be subject to
2. Allocation of cash dividends in the amount of IDR 39,942,910,390.00 for 3,994,291,039 shares,                  20% Income Tax of Article 26.
     therefore the shareholders will obtain the distribution of dividend in the amount of IDR 10.00 for each      The shareholders, whose shares are deposited in the collective deposit of KSEI, may collect the receipt of
     owned share.                                                                                                 the tax deduction of Dividend in the Securities Companies and/or Custodian Bank where the shareholders
     The payment of the cash dividend will be performed on Wednesday, July 24, 2024, by credit into               open their account, while for the script shareholders, the receipt of the tax deduction of Dividend can be
     the securities account of the Securities Company or Custodian Bank of PT Kustodian Sentral Efek              retrieved at BAE starting from July 24, 2024.
     Indonesia (for the scripless shares); or transferred to the shareholders’ account (in the event that the
     shares are still in the form of clearing account letter).                                                                                                   Jakarta, June 24, 2024
To authorize the Board of Directors of the Company to perform all necessary matters related to the cash                                                        The Board of Directors of
dividend distribution including but not limited to determine the date of the payment of cash dividend.                                                 PT INDOMOBIL SUKSES INTERNASIONAL Tbk