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20240527_SQBB_Ringkasan Risalah//Risalah RUPS_31642572_lamp4.pdf

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Page 1 OCR 0.933
NOTARIS
IRENE YULIA, SH.
Ji. Boulevard Timur Raya
Auto SV. Blok CA No. 12
Kelapa Gading Permai
Telp. 4528757
Jakarta Utara

STATEMENT
Number: 2014/NOT/TY/V/2024

-The undersigned:

Irene Yulia Sarjana Hukum, Notary in Jakarta, having her offices at Auto SV Blok
CA, Jl. Boulevard Timur Raya No. 12, Kelapa Gading, Jakarta Utara,

-hereby states:

A. that on this day, Tuesday, 21 May 2024, at Fraser Residence Sudirman Jakarta,
Jl. Setiabudi Raya No. 9, South Jakarta 12910, an Annual General Meeting of
Shareholders of “PT, Taisho Pharmaceutical Indonesia Tbk”, a company established
under the laws of the Republic of Indonesia, having its domicile in South Jakarta and its
address at Millennium Centennial Center, 8" Floor, Jl. Jend. Sudirman Kav. 25, Jakarta
12920 (hereinafter PT. Taisho Pharmaceutical Indonesia Tbk will be referred to as the
“Company” and the Annual General Meeting of Shareholders of the Company will be
referred to as the “Meeting”) was convened,

B. that the guorum for the Meeting as reguired in paragraph 23.I.a of Article 23 of the
Articles of Association of the Company has been assembled hence the Meeting was
lawfully constituted and was entitled to adopt valid and binding resolutions with regard
to the maiters discussed at such Meeting:

C. that the minutes of the Meeting is set forth in my notaria! deed, number 17, dated today,
and

D. that the Meeting has adopted the following valid resolutions:

First Agenda Item:

1. The Annual Report of the Company for the accounting year ended on 31 December
2023 (the “Company's 2023 Annual Report”) was approved and the Financial
Statements of the Company for the accounting year ended on 31 December 2023
(the “Company's 2023 Financial Statements”) including the report on the
supervisory duties of the Board of Commissioners of the Company as set forth in the
Company's 2023 Annual Report were ratified.

2. Full acguittal and discharge were given to the members of the Board of Directors of
the Company for their managerial actions and performance of their authorities and to
the members of the Board of Commissioners of the Company for their supervisory
actions during the accounting year ended on 31 December 2023, to the extent such
actions are reflected in the approved Company's 2023 Annual Report and in the
ratified Company's 2023 Financial Statemenis.

Second Agenda Item:

1. Rp50,000,000.00 (fifty million Rupiah) was set aside for reserve funds pursuant to
paragraph 25.1 of Article 25 of the Company's Articles of Association (hereinafter
will be referred to as the “Reserve Funds”).

2. It was determined that for the accounting year ended on 31 December 2023 there
will be no dividend to be distributed to the shareholders of the Company and that the
net profits recorded in the financial statements for the accounting year ended on
31 December 2023 after having been deducted for the Reserve Funds referred to
point 1 above will be used for further funding the Company's proposed business
expansion, in the amount as needed.

Page 2 OCR 0.943
Third Agenda Item:
It was resolved:

1. to designate Firm of Public Accountants “Purwantono, Sungkoro & Surja” to
provide audit services on the financial statements of the Company for the accounting
year ending on 31 December 2024 and

2. to authorize the Board of Commissioners of the Company to determine the
honorarium of such firm of public accountants and other reguirements of its
designation.

Fourth Agenda Item:

1. The resignations of Mr. Budhy Herwindo and Mr. Adeel Akhlag Hassan from their
respective position as a Director of the Company, both effective as of the closing of
the Meeting are accepted and approved.

2. Mr. Muhammad Edwin Isfandiari is appointed as a Director of the Company, for the
term of office effective as of the closing of the Meeting.

3. It was confiemd that for the term of office effective as of the closing of the Meeting
until the closing of the next subseguent Annual General Meeting of Shareholders of
the Company which will be held by the Company after the Meeting, provided that
the General Meeting of Shareholders of the Company has the right to dismiss each
member of the Company's Board of Directors at any time based on reasons that are
in accordance with applicable laws and regulations, the composition of the
Company's Board of Directors is as follows::

- President Director : Mr. Jun Kuroda,
- Director : Mr. Yukio Sawada, and
- Director : Mr. Muhammad Edwin Isfandiari.

4. To confer power of attorney on the Board of Directors of the Company and/or
Mr. Imam Setyawan Purnomo and/or Mr. Ghifari Azka Ramdhana, either jointly as
well as individually to state resolutions adopted at the fourth agenda item of the
Meeting before a Notary in the Indonesian and/or English language and to do all
reguired actions for the purpose of notification of the composition of the Board of
Directors of the Company as resolved in the fourth agenda item of the Meeting, to
the Minister of Laws and Human Rights of the Republic of Indonesia, and to make
any amendments and or additions thereto, if reguired by the competent authorities.

Fifth Agenda Item:

1. The Board of Commissioners of the Company is authorized to determine the
amounts of salaries and allowances for the members of the Board of Directors of the
Company for the accounting year ending on 31 December 2024.

2. Itis determined that the members of the Board of Commissioners of the Company
who will receive salaries and allowances is only Independent Commissioner, which
amounts to Rp64,000,000.00 (sixty-four million Rupiah) net per annum, effective as
per 21 May 2024.

'Thus, this statement is made to be used properly.

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Source IDX
Size0.6 MB
Published27 May 2024
Pages2
Characters5,660
Text sourceOCR
OCR confidence0.938

Names mentioned 10 people and organisations named in the text · linked when the evidence is strong

unresolved person IRENE YULIA p.1
unresolved org Taisho Pharmaceutical Indonesia Tbk p.1 ×3
unresolved person Budhy Herwindo p.2
unresolved person Adeel Akhlag Hassan p.2
unresolved person Muhammad Edwin Isfandiari · Director p.2 ×2
unresolved person Jun Kuroda · President Director p.2 ×2
unresolved person Yukio Sawada · Director p.2
unresolved person Imam Setyawan Purnomo p.2
unresolved person Ghifari Azka Ramdhana p.2
unresolved org Minister of Laws and Human Rights p.2

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