20240530_MBMA_Pemanggilan RUPS_31644378_lamp1.pdf

  3.    Approval on the appointment of a public accountant and/or public accounting firm to audit the consolidated
        financial statements of the Company and its subsidiaries for the financial year which ended on 31 December
        2024

        Explanation: This Agenda of the AGMS is conducted to fulfil the provisions of Article 11 paragraph (4) of the
        Articles of Association of the Company, Article 68 paragraph (1) letter c of the Companies Law and Article 59 of
        the Financial Services Authority/Otoritas Jasa Keuangan (“OJK”) Regulation No. 15/POJK. 04/2020 on Plan and
        Implementation of General Meeting of Shareholders of Public Companies.

  4.    Determination of salaries and allowances as well as other facilities for members of the Board of Directors and
        Board of Commissioners of the Company for the financial year of 2024

        Explanation: This Agenda of the AGMS is conducted to fulfil the provisions of Articles 96 and 113 of the
        Companies Law and Article 17 paragraph (15) and Article 20 paragraph (8) of the Articles of Association of the
        Company related to the determination of remuneration for the Board of Directors and Board of Commissioners
        for the financial year of 2024.

  5.    Submission of report on the realization of the use of funds from the Company's Initial Public Offering of Shares
        in 2023 and the Company's Public Offering of Bonds I in 2024

        Explanation: This Agenda of the AGMS is conducted to fulfil the provisions in Article 6 paragraphs (1) and (2)
        of OJK Regulation No. 30/POJK.04/2015 concerning Realization Report on the Use of Proceeds from a Public
        Offering, whereby the Company plans to convey the actual use of proceeds from a public offering that has been
        realized. This agenda item does not require the approval of the shareholders of the Company.

  6.    Approval of changes to Article 4 paragraph (1) of the Company's articles of association regarding the Company's
        authorized capital

        Explanation: This Agenda of the AGMS is conducted to amend the Company's Articles of Association in
        connection with the Company's capital increase by granting Pre-emptive Rights to the Company's shareholders
        through the Limited Public Offering I mechanism, in which the Company intends to increase the Company's
        authorized capital by amending Article 4 paragraph (1) of the Company's Articles of Association.

  7.    Approval of the Company's plan to increase capital by granting pre-emptive rights through the Limited Public
        Offering I ("PMHMETD") mechanism

        Explanation: This Agenda of the AGMS is conducted to fulfil the provisions of Article 4 paragraph (3) of the
        Company's Articles of Association and OJK Regulation No. 32/POJK.04/2015 concerning Increasing Public
        Company Capital by Providing Pre-emptive Rights as amended by OJK Regulation no. 14/POJK.04/2019 where
        PMHMETD will amend Article 4 paragraph (2) of the Company's Articles of Association.

  8.    Affirmation of the status of the Company as a domestic investment company

        Explanation: This Agenda of the AGMS is conducted to affirm the status of the Company as a domestic
        investment company. Affirmation of this status does not constitute an amendment to the Articles of Association
        of the Company.

Note:

   1.   The announcement for the AGMS has been conducted by the Company on 15 May 2023.

   2.   The Company will not send a separate invitation to each shareholder of the Company, thus this invitation shall
        be the official invitation for the shareholders of the Company.

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3.   Shareholders entitled to attend the AGMS, are the shareholders of the Company whose names are registered
     in the Register of Shareholders of the Company and/or the shareholders of the Company in sub-securities
     accounts at PT Kustodian Sentral Efek Indonesia (“KSEI”) at the closing day of stock trading closure on the
     Indonesian Stock Exchange on 29 May 2023.

4.   Materials related to the AGMS are available and accessible through the Company's official website at
     www.merdekabattery.com and eASY.KSEI on easy.ksei.co.id, as of the date of the invitation until the date of
     the AGMS. Copies of physical documents may be provided to shareholders upon written request to the
     Corporate Secretary.

5.   Power of Attorney:

     As preventive measures against the spread of Corona Virus Disease (COVID-19), the Company hereby suggest
     to the shareholders to not physically attend the AGMS and provide a power of attorney for the attendance and
     voting to its independent proxy appointed by the Company, by referring to the following provisions:

     The Company prepares 2 (two) types of power of attorney to the individual shareholders namely (i) Electronic
     Power of Attorney (e-Proxy) which can be accessed electronically on the eASY.KSEI platform through
     www.ksei.co.id and (ii) Conventional Power of Attorney.

         (i)      e-Proxy through eASY.KSEI – a power of attorney provided by KSEI to facilitate and integrate
                  Proxy from scripless shareholders whose shares are held in KSEI collective custody to their
                  proxies electronically. The attorney who is available at eASY.KSEI is an independent party
                  appointed by the Company. Information regarding the independent proxies appointed by the
                  Company can be accessed in eASY.KSEI platform through www.ksei.co.id. The e-Proxy will be
                  subject to the procedures, terms and conditions as set out by KSEI. In accordance with the OJK
                  Regulation No. 15/POJK.04/2020 regarding the Planning and Holding of General Meeting of
                  Shareholders of Public Companies, the power of attorney shall be granted no later than 1 (one)
                  business day before the holding of the AGMS.

         (ii)     Conventional Power of Attorney – the form which included voting. The Power of Attorney that has
                  been completed and signed by the shareholders along with the supporting documents must be
                  submitted to the Company no later than 14 June 2024 at 3 PM Western Indonesia Time through
                  email at corsec@merdekabattery.com or submitted directly to PT Datindo Entrycom, the Shares
                  Registrar appointed by the Company addressed at Jl. Hayam Wuruk No. 28, Jakarta 10210,
                  Indonesia.

                  Form of power of attorney and information regarding the independent proxies appointed by the
                  Company can be obtained through the Company’s website at www.merdekabattery.com or by
                  contacting the Company’s Corporate Secretary of the Company by email at
                  corsec@merdekabattery.com or to PT Datindo Entrycom, the Company’s Shares Registrar at Jl.
                  Hayam Wuruk No. 28, Jakarta 10210, Indonesia.

     Only a validated Power of Attorney as provided by the shareholders of the Company are entitled to attend with
     a Power of Attorney at the AGMS and will be counted as a quorum for resolution.


6.   The Company does not hold the AGMS physically and urges shareholders to attend the AGMS electronically
     using the KSEI system using the eASY.KSEI application. To use the eASY.KSEI application, Shareholders can
     access the eASY.KSEI menu, eASY.KSEI Login submenu located in the AKSes facility
     (https://akses.ksei.co.id/).


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7.   Shareholders who intend to exercise their voting rights via the eASY.KSEI application, can cast their vote
     through the eASY.KSEI application. The deadline for providing power of attorney and votes in the eASY.KSEI
     application is at 12.00 WIB, 1 (one) working day before the AGMS date.


8.   The Notary, assisted by the Company's Securities Administration Bureau, will examine and count the votes for
     each AGMS Agenda in each resolution of the AGMS.



                                        Jakarta, 30 May 2024
                                PT MERDEKA BATTERY MATERIALS TBK
                                          Board of Directors




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