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20240612_BBSI_Ringkasan Risalah//Risalah RUPS_31660541_lamp4.pdf
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Page 1
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
ANNOUNCEMENT OF SUMMARY OF MINUTES
ANNUAL GENERAL MEETING OF SHAREHOLDERS
AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT KROM BANK INDONESIA TBK
In order to fulfill the provisions of Article 49 paragraph (1) and Article 51 of the Financial
Services Authority Regulation No.51/POJK.04/2020 concerning the Plan for Holding General
Meetings of Shareholders of Public Companies (hereinafter referred to as “POJK No.15”), the
Board of Directors of PT Krom Bank Indonesia Tbk (hereinafter referred to as the “Company”)
hereby notifies the Shareholders, that the company has held an Annual General Meeting of
Shareholders and Extraordinary General Meeting of Shareholders (hereinafter referred to as
“Meeting”), namely:
A. On :
Day / Date : Monday/ June 10, 2024
Hours : 10.18 – 11.22 WIB
Place : PT Krom Bank Indonesia Tbk
Jalan Ir. H. Juanda Number 137, Bandung City 40132
In accordance with the provisions of Article 10 paragraph 3 letters (a) and (b) and Article 13.a (i)
of the Company's Articles of Association and Article 14 paragraphs 1 and 2 of the Financial
Services Authority Regulation Number 15/POJK.04/2020 concerning Planning and Holding
General Meetings of Shareholders of Public Companies (POJK 15/2020), the announcement of
the Meeting has been made on May 02, 2024 through: a) the Indonesia Central Securities
Depository (KSEI) website, b) the Indonesia Stock Exchange website and, c) the Company's
website.
Meanwhile, the invitation to the Meeting has been made on May 17, 2024 through: a) the KSEI
website, b) the Indonesia Stock Exchange website and, c) the Company's website. In
accordance with the advertisement of the invitation to the Meeting, the agenda for the Annual
General Meeting of Shareholders is as follows :
Agenda of the Annual General Meeting of Shareholders :
1. Approval of the Company's Annual Report regarding the condition and course of the
Company during the Financial Year 2023 (two thousand twenty-three) including the Board
of Commissioners Oversight Report during the Financial Year 2023 (two thousand twenty-
three), and Ratification of the Company's Financial Statements for the Financial Year 2023
(two thousand twenty-three) as well as granting full release and discharge (Acquit et
decharge) to the Board of Directors and Board of Commissioners of the Company for the
management and supervision carried out during the Financial Year 2023 (two thousand
twenty-three);
2. Determination on the use of the Company's net profit for the financial year 2023 (twenty-
three);
PT Krom Bank Indonesia, Tbk.
Page 2
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
3. Appointment of a Public Accountant to audit the Company's Financial Statements for the
financial year 2024 (two thousand twenty four) and determination of the honorarium of the
Public Accountant and other terms of appointment;
4. Determination of salaries, fees, and other benefits for Board of Directors and Board of
Commissioners of the financial year 2024 (twenty four);
5. Report on the Realization of the Use of Proceeds from the Initial Public Offering (IPO) and
Limited Public Offering (PUT I, II and III) with Pre-emptive Rights in 2020 (two thousand
twenty), 2021 (two thousand twenty one) and 2022 (two thousand twenty two).
B. Members of the Board of Directors and Board of Commissioners who attended the Meeting:
BOARD OF COMMISSIONERS
President Commissioner : Dinno Indiano
Independent Commissioner : Markus Sugiono
Independent Commissioner : Zainal Abidin
BOARD OF DIRECTORS
President Director : Anton Hermawan
Director : Alvin James Kurniawan
Director : Laniwati Tjandra
C. The Meeting was attended by 3.267.149.973 (three billion two hundred sixty seven million
one hundred forty nine thousand nine hundred seventy three) shares, representing 88.91%
(eighty eight point nine one percent) of all shares with valid voting rights issued by the
Company, namely 3.674.723.301 (three billion six hundred seventy four million seven
hundred twenty three thousand three hundred and one) shares, thus in accordance with the
provisions of Article 11 of the Company's Articles of Association, the Meeting can be held and
take valid and binding decisions regarding the entire agenda of the Annual GMS.
D. In the Meeting, the Shareholders and/or their proxies were given the opportunity to ask
questions and/or give opinions related to the agenda of the Meeting.
E. Agenda Item 1 : No questions
Agenda Item 2 : No questions
Agenda Item 3 : No questions
Agenda Item 4 : No questions
Agenda Item 5 : No questions
F. The decision-making mechanism in the Meeting is as follows :
Meeting decisions are made by deliberation for consensus. If deliberation to reach a
consensus is not achieved, it will be done through voting.
PT Krom Bank Indonesia, Tbk.
Page 3
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
G. The results of the decision made by voting :
AGENDA ITEM 1:
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision 1 :
DECIDED and APPROVED to accept the Report of the Board of Directors regarding the
Company's Financial Statements for the Financial Year 2023 (twenty-third year ended on 31-
12-2023 (thirty-one December twenty-three), as contained in the Company's Annual Financial
Statements as of 31-12-2023 (thirty-one December twenty-three), which have been audited
by Imelda and Partners Public Accounting Firm in accordance with the Independent Auditor's
Report Number 00129/2.1265 / AU.1 /07/1626-2/1/III/2024, dated 30-03-2024 (thirtieth March
twenty-fourth), with the opinion “The accompanying financial statements present fairly, in all
material respects, the financial position of the Bank as of 31-12-2023 (thirty-one December
twenty-three), and its financial performance and cash flows for the year then ended in
accordance with Indonesian Financial Accounting Standards”, in accordance with Indonesian
Financial Accounting Standards", as well as granting a release and discharge (acquit et de
charge) to the members of the Board of Directors and Board of Commissioners of the
company for the management and supervisory actions that have been carried out during the
financial year 2023 (two thousand twenty-three).
AGENDA ITEM 2:
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision 2 :
DECIDED and APPROVED to determine the use of the Company's net profit for the financial
year 2023 (two thousand twenty-three), with the following details :
- 132,570,188,586,- (one hundred thirty-two billion five hundred seventy million one
hundred eighty-eight thousand five hundred eighty-six Rupiah) or 100% (one hundred
percent) in total is used to increase the Company's Retained Earning Balance.
- Since the General Reserve formed by the Company has fulfilled 20% (twenty percent) of
the total issued and paid-up capital in accordance with the provisions of Article 70
PT Krom Bank Indonesia, Tbk.
Page 4
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
paragraph 1 of Law Number 40 of 2007 concerning Limited Liability Companies, then
none of the Company's Net Income for the financial year 2023 (two thousand twenty-
three) is allocated to the General Reserve.
- From the Net Profit for the financial year 2023 (two thousand twenty-three) no dividends
were distributed to shareholders.
AGENDA ITEM 3:
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision 3 :
DECIDED and APPROVED to authorize the Board of Commissioners to appoint a Public
Accountant Firm to audit the Company's financial statements for the financial year ending on
31-12-2024 (thirty-one December twenty-four) and to determine the honorarium of the Public
Accountant and other terms of appointment.
AGENDA ITEM 4 :
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision 4 :
DECIDED and APPROVED to :
1. Provide Salary/honorarium and/or other benefits for all new Directors and members of
the Board of Commissioners with a maximum total of Rp. 6,650,000,000,- (six billion six
hundred fifty million Rupiah), starting from the closing of the meeting until the next
meeting and awards in the form of Bonus/tantiem with a maximum total of Rp.
700,000,000,- (seven hundred million Rupiah), which is only given once a year and
becomes an Operating Expense in Fiscal Year 2024 (two thousand twenty four).
2. To authorize the Remuneration and Nomination Committee appointed by the Board of
Commissioners to determine the salary, service fees, and other benefits for members of
the Board of Directors and Board of Commissioners of the Company for the financial year
2024 (two thousand twenty four)..
PT Krom Bank Indonesia, Tbk.
Page 5
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
AGENDA ITEM 5 :
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision 5 :
DECIDED and APPROVED to accept the Report on the realization of the use of proceeds
from the Initial Public Offering (IPO) and Limited Public Offering (PUT I, II and III) with Pre-
emptive Rights in 2020 (two thousand twenty), 2021 (two thousand twenty one) and 2022
(two thousand twenty two).
PT Krom Bank Indonesia, Tbk.
Page 6
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
A. Extraordinary General Meeting of Shareholders :
Day / Date : Monday/ June 10, 2024
Hours : 11.29 – 11.40 WIB
Place : PT Krom Bank Indonesia Tbk
Jalan Ir. H. Juanda Number 137, Bandung City 40132
In accordance with the provisions of Article 10 paragraph 3 letters (a) and (b) and Article 13.a (i)
of the Company's Articles of Association and Article 14 paragraphs 1 and 2 of the Financial
Services Authority Regulation Number 15/POJK.04/2020 concerning Planning and Holding
General Meetings of Shareholders of Public Companies (POJK 15/2020), the announcement of
the Meeting has been made on May 02, 2024 through: a) the Indonesia Central Securities
Depository (KSEI) website, b) the Indonesia Stock Exchange website and, c) the Company's
website.
Meanwhile, the invitation to the Meeting has been made on May 17, 2024 through: a) the KSEI
website, b) the Indonesia Stock Exchange website and, c) the Company's website. In
accordance with the advertisement of the invitation to the Meeting, the agenda for the
Extraordinary General Meeting of Shareholders is as follows:
Agenda of the Extraordinary General Meeting of Shareholders :
Approval of amendments to the Company's Articles of Association.
B. Members of the Board of Directors and Board of Commissioners who attended the Meeting :
BOARD OF COMMISIONERS
President Commissioners : Dinno Indiano
Independent Commisioner : Markus Sugiono
Independent Commisioner : Zainal Abidin
BOARD OF DIRECTORS
President Director : Anton Hermawan
Director : Alvin James Kurniawan
Director : Laniwati Tjandra
C. The Meeting was attended by 3.267.149.973 (three billion two hundred sixty seven million
one hundred forty nine thousand nine hundred seventy three) shares, representing 88.91%
(eighty eight point nine one percent) of all shares with valid voting rights issued by the
Company, namely 3.674.723.301 (three billion six hundred seventy-four million seven
hundred twenty-three thousand thirty-one) shares, thus in accordance with the provisions of
Article 11 of the Company's Articles of Association, the Meeting can be held and take valid
and binding decisions regarding the entire agenda of the Extraordinary GMS.
PT Krom Bank Indonesia, Tbk.
Page 7
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
D. In the Meeting, the Shareholders and/or their proxies are given the opportunity to ask
questions and/or give opinions related to the agenda of the Meeting.
E. EGM Agenda: No question
F. The decision-making mechanism in the Meeting is as follows:
Meeting decisions are made by deliberation for consensus. If deliberation for consensus is
not reached, then it is carried out through voting.
G. The results of the decision made by voting :
AGENDA ITEM :
Agree Abstain Disagree
3.267.149.973 Votes or 100 % None None
Remarks : In accordance with the provisions of Article 47 POJK 15/2020, abstain votes are
considered to cast the same vote as the votes of the majority of shareholders who cast
votes.
Agenda Decision :
DECIDED and APPROVED to :
1. Changing the Company's domicile so as to change the provisions of Article 1 of the
Company's Articles of Association as follows :
BEFORE :
NAME AND DOMICILE
Article 1
1. This Limited Liability Company is named :
----------------------------- “PT KROM BANK INDONESIA Tbk” -----------------------------
(hereinafter in these Articles of Association shall simply be abbreviated as “the
Company”), domiciled in the City of Bandung.
2. The Company may open branch and representative offices in other places, both
inside and outside the territory of the Republic of Indonesia as determined by the
Board of Directors.
AFTER :
NAME AND DOMICILE
Article 1
1. This Limited Liability Company is named :
----------------------------- “PT KROM BANK INDONESIA Tbk” -----------------------------
(hereinafter in these Articles of Association shall simply be abbreviated as “the
Company”), domiciled in the City of Central Jakarta.
PT Krom Bank Indonesia, Tbk.
Page 8
Kantor Pusat:
Jl. Ir. H. Juanda No. 137 Bandung
40132 Telp.:(022) 2511900
(Hunting)
Fax.:(022)
2501819
2. The Company may open branch and representative offices in other places, both
inside and outside the territory of the Republic of Indonesia as determined by the
Board of Directors.
2. To grant power and authority to the Board of Directors of the Company with the right of
substitution to state and/or reaffirm the resolutions of the first agenda of the Meeting into
a Notarial deed and subsequently notify and seek approval regarding the change of the
Company's domicile to the Minister of Law and Human Rights of the Republic of
Indonesia, register it in the Company's register, and to take all necessary actions in
accordance with the prevailing laws and regulations in the Republic of Indonesia.
Bandung, June 12, 2024
PT KROM BANK INDONESIA TBK
Board of Directors
PT Krom Bank Indonesia, Tbk.
Names mentioned 12 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Ir. H. Juanda
p.1 ×10
unresolved
org
BANK INDONESIA
p.1 ×15
unresolved
org
Financial Services Authority
p.1 ×3
unresolved
org
Indonesia Stock Exchange
p.1 ×4
unresolved
org
Minister of Law and Human Rights
p.8
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