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20240618_BIRD_Ringkasan Risalah//Risalah RUPS_31662132_lamp2.pdf
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ANNOUNCEMENT OF SUMMARY OF THE MINUTES OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS OF
“PT BLUE BIRD Tbk”
In order to comply with provisions of Article 49 paragraph (1) and Article 51 of Financial Services Authority
(OJK)’s Regulation No. 15/POJK.04/2020 regarding the Plan and Implementation of General Meeting of
Shareholders of Listed Companies, the Board of Directors of PT BLUE BIRD Tbk (hereinafter shall be referred
to the “Company”), herewith notify to the shareholders, that the Company has conducted Annual General Meeting
of Shareholders (hereinafter shall be referred to the “Meeting”) as follows:
(A). On:
Day/Date : Thursday, June 13, 2024
Time : 14:15 – 14:58 Western Indonesia Time (WIB)
Place : Bluebird’s New Building, 2nd Floor, Room 5 & 6, Jalan Mampang Prapatan Raya
No. 60, South Jakarta
Agenda : 1. Approval of the Annual Report of the Company, including Annual Reports of
the Board of Directors and Supervisory Report of the Board of
Commissioners, and Approval of the Consolidated Financial Statements of the
Company and its Subsidiaries, for the fiscal year ended on December 31, 2023,
and to provide a full release and discharge of responsibility to the members of
the Board of Directors and the Board of Commissioners for their management
and supervisory action in the fiscal year ended on December 31, 2023 (acquit
et de charge);
2. Determination of the use of the Company’s net profit for the fiscal year ended
on December 31, 2023;
3. Appointment of Independent Public Accountants to audit the Company’s
Financial Statements for the fiscal year ended on December 31, 2024, and to
authorize the Board of Commissioners of the Company to determine the
honorarium of such Independent Public Accountants;
4. Determination of remuneration for members of the Board of Directors and the
Board of Commissioners of the Company.
(B). Members of the Board of Directors and the Board of Commissioners present in the Meeting:
THE BOARD OF DIRECTORS
President Director : Adrianto Djokosoetono
Vice President Director : Sigit Priawan Djokosoetono
Director : Irawaty Salim;
THE BOARD OF COMMISSIONERS
President Commissioner : Bayu Priawan Djokosoetono
Commissioner : Kresna Priawan Djokosoetono
Independent Commissioner : Budi Setiyadi
Independent Commissioner : Setyo Wasisto
(C). The Meeting was attended by amounting 2,168,107,856 shares having valid voting rights or 86.6515270% of all
shares with valid voting rights issued by the Company.
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(D). In such Meeting, shareholders and/or their proxies were given opportunities to ask questions and express
their opinions in relation to the Meeting agendas.
(E). Agenda I : no questions and opinions
Agenda II : no questions and opinions
Agenda III : no questions and opinions
Agenda IV : no questions and opinions
(F). Mechanism of adopting resolutions in the Meeting is as follows:
The Meeting resolutions were taken by deliberation to reach consensus. In case failure to reach consensus
takes place, it will be decided by voting.
(G). The results of resolutions adopted by voting:
Agenda I:
Agree Abstain Disagree
2,118,844,827 votes or 49,263,029 votes or 0
97.7278331% of all shares with 2.2721669% of all shares with
voting right attended in the voting right attended in the
Meeting. Meeting.
Resolution of Agenda I:
Approved the Annual Report of the Company, including Annual Reports of the Board of Directors and
Supervisory Report of the Board of Commissioners, and approved the Consolidated Financial
Statements of the Company and its Subsidiaries, for the fiscal year ended on December 31, 2023, and
provided a full release and discharge of the responsibility to the members of the Board of Directors and
the Board of Commissioners for their management and supervisory action in the fiscal year ended on
December 31, 2023 (acquit et de charge).
Agenda II:
Agree Abstain Disagree
2,122,436,956 votes or 45,363,600 votes or 307,300 votes or 0.0141736%
97.8935135% of all shares with 2.0923129% of all shares with of all shares with voting right
voting right attended in the voting right attended in the attended in the Meeting.
Meeting. Meeting.
Resolution of Agenda II:
1. Approved the determination of the use of the Company’s net profit that can be attributed to the owner
of parent entity for the fiscal year ended on December 31, 2023, amounting Rp452,970,058,769.00 as
follows:
- Amounting Rp227,691,100,000.00 or 50.27% from the net profit of the financial year 2023, equal to Rp91,-
per share will be distributed in the form of final dividend to all shareholders registered in the
Register of Shareholders (DPS) of the Company per June 27, 2024, and the payment will be made
on July 12, 2024.
- The balance amounting Rp225,278,958,769.00 will be used to increase working capital and will be
recorded as retained earnings.
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2. Granted the power and authorization to the Board of Directors of the Company to conduct the distribution
of such cash dividend and take all necessary action. Cash dividend payment will be made subject to the
provisions of the applicable laws and regulations.
Agenda III:
Agree Abstain Disagree
2,091,618,686 votes or 49,263,029 votes or 2.2721669% 27,226,141 votes or
96.4720773% of all shares with of all shares with voting right 1.2557558% of all shares with
voting right attended in the attended in the Meeting. voting right attended in the
Meeting. Meeting.
Resolution of Agenda III:
1. Approved to appoint the Public Accounting Firm of Mirawati Sensi Idris to audit the Company's
Consolidated Financial Statements and its Subsidiaries for the fiscal year ended on December 31,
2024.
2. Gave the authority to the Board of Commissioners to:
a. appoint another Public Accounting Firm and determine the terms of its appointment if the
previously appointed Public Accounting Firm is unable to perform or continue its duties for any
reason whatsoever, including legal and regulatory reasons in the capital market or in the event of
fail to reach agreement on honorarium for audit services;
b. determine the honorarium of the appointed Public Accounting Firm and other terms in connection
with its appointment.
Agenda IV:
Agree Abstain Disagree
2,122,416,956 votes or 45,363,600 votes or 327,300 votes or 0.0150961%
97.8925910% of all shares with 2.0923129% of all shares with of all shares with voting right
voting right attended in the voting right attended in the attended in the Meeting.
Meeting. Meeting.
Resolution of Agenda IV:
1. Determined the gross remuneration of all members of the Board of Commissioners of the Company for the
fiscal year 2024 is the same as the Resolution of the Annual General Meeting of Shareholders of the
Company in 2023, which is a maximum amount of Rp6,500,000,000.00 subject to tax, and authorized the
President Commissioner to determine the distribution of such remuneration among the members of the
Board of Commissioners.
2. Granted authorization to the Board of Commissioners of the Company, where such authority may be
delegated to a member of the Board of Commissioners of the Company pursuant to the Resolution of the
Board of Commissioners Meeting, to (i) determine the amount of remuneration for all members of the
Board of Directors of the Company for the fiscal year 2024; and (ii) determine the distribution among
members of the Company's Board of Directors.
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(H). Schedule and Mechanism of Dividend Distribution of the Fiscal Year of 2023:
Pursuant to the resolution of second agenda as stated above, we hereby inform that the Company will distribute
cash dividend to all of the shareholders amounting Rp227,691,100,000.00 (two hundred twenty seven billion
six hundred ninety one million one hundred thousand Rupiah) or equal to Rp91.00 (ninety one Rupiah) per
share. In accordance with that matter, the Company herewith announce the schedule and mechanism of such
dividend distribution as follows:
Schedule of Payment of Cash Dividend of The Fiscal Year of 2023:
NO REMARKS DATE
1 End Period of Shares Trading with Dividend Right (Cum Dividen)
• Regular and Negotiated Market June 25, 2024
• Cash Market June 27, 2024
2 Beginning Period of Shares Trading without Dividend Right (Ex
Dividend)
• Regular and Negotiated Market June 26, 2024
• Cash Market June 28, 2024
3 Date of Shareholders’ Register entitled for Dividend (Recording June 27, 2024
Date)
4 Date of Payment for Cash Dividend July 12, 2024
Mechanism of Payment of Cash Dividend:
1. Cash dividend will be distributed to shareholders whose names registered in the Company’s Register of
Shareholders (“DPS”) or recording date on June 27, 2024 and/or the share owners of the Company on the
sub securities account in Indonesian Central Securities Depository (“KSEI”) on the closing of trading
dated June 27, 2024.
2. For shareholders whose shares included in the collective deposit in KSEI, the payment of cash dividend
will be made through KSEI and will be distributed on July 12, 2024, to the customers fund account (RDN)
on securities companies and/or custodian banks where the shareholders opened their securities account.
While for shareholders whose shares are not included in the collective deposit in KSEI, the payment of
cash dividend will be transferred to the shareholders’ accounts.
3. Payment of cash dividend will be subject the prevailing laws and regulations.
4. In accordance with the applicable tax laws and regulations, the cash dividend will be excluded from the
tax object received by the shareholders of the domestic corporate taxpayer (“Domestic Corporate
Taxpayer”) and the Company does not deduct Income Tax on cash dividend paid to such Domestic
Corporate Taxpayer. Cash dividend received by shareholders who are domestic individual taxpayers
(“Domestic Individual Taxpayer”) will be excluded from the tax object as long as the dividend are
invested in the territory of the Republic of Indonesia. For Domestic Individual Taxpayer that does not
meet the investment provisions as mentioned above, the dividend received by them will be subject to
income tax ("PPh") in accordance with the provisions of the applicable laws and regulations, and the PPh
must be paid by such Domestic Individual Taxpayer in accordance with the provisions of Government
Regulation No. 9 of 2021 concerning Tax Treatment to Support the Ease of Doing Business.
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5. Shareholders of the Company can obtain confirmation of dividend payments through securities companies
and/ or custodian banks where shareholders of the Company opened their securities account, then the
shareholders of the Company must be responsible for reporting such dividend receipts in tax reporting for
the tax year concerned in accordance with the applicable tax laws and regulations.
6. For shareholders being Foreign Taxpayers which tax deduction will use tariffs in accordance with the
Approval of Double Taxation Avoidance (“P3B”) are required to fulfill requirement from the Directorate
General of Taxes Regulation Number PER-25/PJ/2018 concerning the Guidelines for the Application of
Approval of Double Taxation Avoidance and submit proof of record document or receipt of DGT/SKD
which has been uploaded to the website of Directorate General of Tax to KSEI or BAE, within the deadline
in accordance with KSEI rules and regulations. In the absence of such documents, the cash dividend paid
will be subject to PPh of Article 26 amounting 20%.
7. For shareholders being Foreign Taxpayer having their shares in the collective deposit in KSEI, proof of
tax deduction on dividend can be collected in the securities companies and/or custodian banks where the
shareholders opened their securities account and for shareholders having share certificates, can collect in
BAE.
Jakarta, June 18, 2024
PT BLUE BIRD Tbk
The Board of Directors
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Financial Services Authority
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Directorate General of Tax
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