Skip to content
Back to announcement

20240520_JAYA_Ringkasan Risalah//Risalah RUPS_31641065_lamp1.pdf

RUPS minutes Needs review JAYA

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 9

Page 1
                                     CERTIFICATE

                             Number: 430/CN.NOT/V/2024



The undersigned, I am CHRISTINA DWI UTAMI, Bachelor of Laws, Master of

Humanities, Master of Notary, Notary in West Jakarta Administrative City, hereby certify

that:



PT ARMADA BERJAYA TRANS Tbk, domiciled in East Jakarta (hereinafter referred to

as the Company) has held:

- Annual General Meeting of Shareholders, at:

Day/date: Friday, May 17 2024

Venue: Double Tree Hotel - Jakarta Kemayoran (Cendana Room 3)

Jalan Griya Utama Blok B Number 1, Jakarta 14350

Time: 10.17 WIB – 10.49 WIB.

Agenda:

1. Approval and Ratification of the Company's Annual Report for the 2023 financial year

including the Company's Activity Report, Board of Commissioners Supervisory Duties

Report and Financial Report for the 2023 Financial Year, as well as granting full release

and release of responsibility (acquit et de charge) to all members of the Board of

Directors and The Company's Board of Commissioners for the management and

supervision actions that have been carried out in and during the 2023 financial year.

2. Determination of the use of the Company's net profit for the 2023 financial year.
Page 2
3. Appointment of a Public Accountant who will audit the Company's Financial Report

for the 2024 financial year, and granting authority to determine the Public Accountant's

honorarium and other requirements.

4. Determination of remuneration for members of the Company's Board of Directors and

Board of Commissioners.

5. Approval of changes to the composition of the Company's management.

(hereinafter referred to as the Meeting).



For the interests of the Company, a deed of Minutes of the Annual General Meeting of

Shareholders of PT ARMADA BERJAYA TRANS Tbk, dated 17 May 2024, with number

85, has been prepared.



Attendance of members of the Company's Board of Directors and Board of

Commissioners:

Members of the Board of Directors who attended the Meeting:

Main Director : Mr. DARMAWAN SURYADI, Bachelor;

Director : Mr. BAJA ERIKSON NAIBAHO;

Members of the Board of Commissioners who attended the Meeting:

Main Commissioner : Mrs. JAP ASTRID PATRICIA;

Independent Commissioner : Mr. REYNARD MANDRA POERNAWAN.
Page 3
Meeting Leader:

-The Company's Annual General Meeting of Shareholders was chaired by Mrs. JAP

ASTRID PATRICIA, as President Commissioner of the Company.



Shareholder Attendance:

-The Company's Annual General Meeting of Shareholders was attended by

shareholders and proxies of 566,922,607 shares or 71% of the 798,499,394 shares

which constitute all shares issued by the Company.



Submission of Questions and/or Opinions:

-Shareholders and shareholder proxies are given the opportunity to ask questions

and/or opinions for each Meeting agenda item.

-First agenda item: 1 questioner.

-Second to fifth agenda items: no questions and/or opinions.



Decision Making Mechanism:

-Decision making on all agenda items is carried out based on deliberation to reach

consensus, in the event that deliberation to reach consensus is not reached, decision

making is carried out by voting.



Voting Results:

-First Agenda:

-Number of abstention (blank) votes: 12 votes

-Number of votes disagreeing: 0 votes
Page 4
-Number of votes in favor: 566,922,595 votes

-So that the total number of votes in favor: 566,922,607 votes, or 100% or more than ½

of the total number of votes legally cast at the Meeting.



-Second Agenda:

-Number of abstention (blank) votes: 12 votes

-Number of votes disagreeing: 0 votes

-Number of votes in favor: 566,922,595 votes

-So that the total number of votes in favor: 566,922,607 votes, or 100% or more than ½

of the total number of votes legally cast at the Meeting.



-Third Agenda:

-Number of abstention (blank) votes: 12 votes

-Number of votes disagreeing: 0 votes

-Number of votes in favor: 566,922,595 votes

-So that the total number of votes in favor: 566,922,607 votes, or 100% or more than ½

of the total number of votes legally cast at the Meeting.



-Fourth Agenda:

-Number of abstention (blank) votes: 12 votes

-Number of votes disagreeing: 0 votes

-Number of votes in favor: 566,922,595 votes

-So that the total number of votes in favor: 566,922,607 votes, or 100% or more than ½

of the total number of votes legally cast at the Meeting.
Page 5
Fifth Agenda:

-Number of abstention (blank) votes: 12 votes

-Number of votes disagreeing: 0 votes

-Number of votes in favor: 566,922,595 votes

-So that the total number of votes in favor: 566,922,607 votes, or 100% or more than ½

of the total number of votes legally cast at the Meeting.



Meeting Decisions:

First Agenda Decision:

- Approve and ratify the Company's Annual Report for 2023 (two thousand and twenty

three) including the Company's Activity Report, Board of Commissioners Supervisory

Duties Report and Financial Report for the 2023 Financial Year (two thousand and

twenty three), as well as granting settlement and release of responsibility in full (acquit

et de charge) to all members of the Board of Directors and Board of Commissioners of

the Company for the management and supervision actions that have been carried out in

and during the 2023 financial year (two thousand twenty three);



Second Agenda Decision:

- Approved the use of the Company's net profit for the 2023 financial year (two thousand

twenty three) amounting to IDR 10,232,158,764.00 (ten billion two hundred thirty two

million one hundred fifty eight thousand seven hundred and sixty four rupiah) as follows:

a. not distributing cash dividends to the Company's shareholders;
Page 6
b. Rp. 500,000,000.00 (five hundred million rupiah) is set aside and recorded as a

reserve fund;

c. the remaining amount of IDR 9,732,158,764.00 (nine billion seven hundred thirty-two

million one hundred fifty-eight thousand seven hundred and sixty-four rupiah) was

included and recorded as retained earnings, to increase the Company's working capital.



Third Agenda Decision:

1. Appoint a Registered Public Accounting Firm (including Registered Public

Accountants who join the Registered Public Accounting Firm) which will audit to carry

out examination of the Company's Financial Statements for the 2024 financial year (two

thousand and twenty four) is the Heliantono and Rekan Public Accounting Firm, as

stated in consider proposals from the Company's Board of Commissioners.

2. Give authority and power to the Board of Commissioners to appoint a replacement

Public Accountant or dismiss the Public Accountant who has been appointed, if for any

reason based on the provisions of the Capital Market in Indonesia the Public

Accountant who has been appointed is unable to carry out/complete his duties.

3. Grant authority and power to the Board of Directors with the approval of the Board of

Commissioners to determine the honorarium of the Public Accountant along with the

conditions for appointment.



Fourth Agenda Decision:

1. Give authority to the Board of Commissioners to determine other salary allowances

for members of the Board of Directors for the 2024 financial year (two thousand twenty
Page 7
four), taking into account recommendations from the Company's Nomination and

Remuneration Committee.

2. Determine the honorarium and/or other allowances for members of the Company's

Board of Commissioners for the 2024 financial year (two thousand and twenty-four),

and grant authority and power to the Board of Commissioners Meeting to determine the

allocation, taking into account recommendations from the Company's Nomination and

Remuneration Committee.



Fifth Agenda Decision:

1. Agree to change the composition of the Company's management, namely by:

a. respectfully dismiss Mr. UMAR ABDULLAH from his position as Independent

Commissioner of the Company, by granting full release and discharge of responsibilities

(acquit et de charge) during his term of office immediately after the closing of this

Meeting, as long as the supervisory actions carried out during his term of office are

reflected in the books and/or the Company's financial reports that have obtained

approval from all of the Company's shareholders and are in accordance with applicable

laws and regulations.

b. Re-lifting:

i. Mr. DARMAWAN SURYADI, Bachelor as President Director of the Company;

ii. Mr. BAJA ERIKSON NAIBAHO as Director of the Company;

iii. Mrs. JAP ASTRID PATRICIA as President Commissioner of the Company;

iv. Mr. REYNARD MANDRA POERNAWAN as Independent Commissioner of the

Company;
Page 8
Therefore, the composition of the members of the Company's Board of Directors and

Board of Commissioners effective from the closing of this Meeting until the closing of

the Company's Annual General Meeting of Shareholders in 2029 (two thousand twenty

nine) is as follows:

Directors:

Main Director : Mr. DARMAWAN SURYADI, Bachelor;

Director : Mr. BAJA ERIKSON NAIBAHO;

Board of Commissioners :

Main Commissioner : Mrs. JAP ASTRID PATRICIA;

Independent Commissioner: Mr. REYNARD MANDRA POERNAWAN;

-Without reducing the rights of the General Meeting of Shareholders to dismiss

members of the Board of Directors and Board of Commissioners at any time before their

term of office ends.

2. Agree to grant authority and power to the Company's Directors, either individually or

jointly, with the right of substitution, to carry out any and all actions necessary in

connection with the decision, including but not limited to stating/stating the contents of

the decision regarding the composition members of the Board of Directors and Board of

Commissioners of the Company mentioned above, including confirming the composition

of the Company's shareholders (if necessary) in deeds made before a Notary, as

required by and in accordance with the provisions of applicable laws and regulations,

and to further notify notification of changes Company data to the authorized parties, as

well as carrying out all and any necessary actions in connection with the decision in

accordance with applicable laws and regulations.
Page 9
Thus, this Certificate has been prepared to be used wherever necessary.



Jakarta, 17 May 2024

Notary in West Jakarta Administrative City,




CHRISTINA DWI UTAMI, S.H., M.Hum., M.Kn

File

File Open PDF
Source IDX
Size0.09 MB
Published21 May 2024
Pages9
Characters10,266
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 7 people and organisations named in the text · linked when the evidence is strong

linked org ARMADA BERJAYA TRANS Tbk p.1 ×5
linked person JAP ASTRID PATRICIA · Commissioner p.2 ×10
linked person REYNARD MANDRA POERNAWAN. · Commissioner p.2 ×7
possible person UMAR ABDULLAH p.7
unresolved person DARMAWAN SURYADI · Director p.2 ×5
unresolved person BAJA ERIKSON NAIBAHO · Director p.2 ×5
unresolved person CHRISTINA DWI UTAMI p.9

Extraction attempts how the parser did, and what it refused

Nothing structured was extracted from this document — the attempts below say why.

Rule parser Needs review confidence 0.000 470 ms 12 Sep 2026 23:03

no RUPS minutes content - likely misclassified

↑↓ select ↵ open ⇧↵ see every result