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20240527_PYFA_Ringkasan Risalah//Risalah RUPS_31642605_lamp1.pdf
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ANNOUNCEMENT OF SUMMARY OF MINUTES OF
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT PYRIDAM FARMA Tbk.
The Board of Directors of PT Pyridam Farma Tbk. (hereinafter referred to as the “Company”) hereby
informs to the Shareholders of the Company that it has held the Extraordinary General Meeting of
Shareholders (hereinafter referred to as the “Meeting”) based on the Financial Services Authority
(”OJK”) Regulation No. 16/POJK.04/2020 dated April 20, 2020 regarding the Execution of the Electronic
General Meeting of Shareholders of a Public Company and OJK Regulation No. 15/POJK.04/2020
dated April 20, 2020 regarding The Planning and Implementation of General Meeting of Shareholders
of a Public Company, which are as follows:
A. The Meeting was Held on:
Day/Date : Wednesday, 22 May 2024
Time : 14:30 Western Indonesia Time s/d 14:50 Western Indonesia Time
Venue : Sinarmas MSIG Tower, 12th Floor, Jl. Jend. Sudirman No. Kav. 21,
Kuningan, South Jakarta, Indonesia.
Meeting Agenda:
Approval of material transactions based on Article 6 paragraph 1 letter d number 1 of OJK
Regulation No. 17/POJK.04/2020 regarding Material Transactions and Changes in
Business Activities (“OJK Regulation 17/2020”), namely in connection with the Company's
plan to acquire all shares issued by Probiotec Limited, a company incorporated under the
laws of Australia (“Acquisition”), by which the Acquisition is carried out through one of the
controlled companies of the Company, namely PYFA Australia Pty Ltd. (“PAPL”), which is
a company incorporated under the laws of Australia.
B. Members of the Board of Commissioners and the Board of Directors of the Company who were
physically present at the Meeting :
BOARD OF COMMISSIONERS :
Independent Commissioner : CHARLES D. MARPAUNG
Independent Commissioner : MAURA LINDA SITANGGANG
BOARD OF DIRECTORS :
President Director : LEE YAN GWAN
Director : WIDJANARKO BROTOSAPUTRO
Director : YENFRINO GUNADI
Director : BEDJO STEFANUS
C. Members of the Board of Commissioners of the Company who were present virtually at the
Meeting:
BOARD OF COMMISSIONERS :
President Commissioner : ROBBY YULIANTO
Independent Commissioner : MOHAMMAD SYAMSUL ARIFIN
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D. The shareholders who attended the Meeting were listed in the Company's Shareholders’ Register
as of the recording date of April 5, 2024 up to 16:00 Western Indonesia Time which was published
by PT Sinartama Gunita as the Company's Securities Administration Bureau. The Meeting was
attended by 313.111.340 (three hundred and thirteen million, one hundred eleven thousand,
three hundred and forty) shares with valid voting rights or equivalent to 58,52% (fifty eight point
fifty two percent) from the total of 535.080.000 (five hundred thirty five million and eighty
thousand) shares with valid voting rights issued by the Company.
E. In the Meeting, each Shareholder/proxy was given the opportunity to seek inquiry and/or provide
opinions, related to the Meeting agenda.
F. The decision-making mechanism in the Meeting is as follows:
Meeting decisions were made by way of deliberation to reach consensus, if there were
shareholders or their proxies who voted against or abstain, voting would then be done electronically
through eASY.KSEI or physically (by way of show of hand for those against).
G. The number of shareholders or its proxy who sought inquiry and/or provided opinions as well as
the results of the vote on the agenda of the Meeting is as follows :
The number of Voting Results
Shareholders/Proxies
Meeting
who sought inquiry
Agenda Affirmative Disapproval Abstain
and/or provided
opinions
313.105.312 shares 6,028
1 2 (99,99% of those 0 shares
present) (0,001%)
H. Whereas in the Company’s Meeting the following decisions have been made with unanimous
votes:
1. Approval on the Acquisition plan by the Company through PAPL on Probiotec Limited, which
results in a change of control in Probiotec Limited by acquiring all shares owned by the
shareholders of Probiotec Limited, which is considered a material transaction according to
Article 6 paragraph 1 letter d number 1 of OJK Regulation 17/2020;
2. Approval on the authorization of the Company's Board of Directors to take all necessary actions
in connection with the Acquisition, in compliance with the applicable laws and regulations,
including capital market regulations, including but is not limited to, drafting, signing, and
submitting all documents and/or deeds, appearing before any relevant parties as needed, and
providing information related to the aforementioned Meeting decision.
Jakarta, 27 May 2024
The Board of Directors PT Pyridam Farma Tbk.
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Financial Services Authority
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