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20240503_GOOD_Ringkasan Risalah//Risalah RUPS_31634298_lamp4.pdf
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Page 1
LEADING IN INNOVATION
ANNOUNCEMENT OF THE SUMMARY OF MINUTES OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF
PT GARUDAFOOD PUTRA PUTRI JAYA Tbk
In order to fulfill the provisions of Article 49 paragraph (1) and Article 51 paragraph (1) of the
Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the Plan and
Implementation of General Meeting of Shareholders of Public Companies ("POJK Regulation
15/2020"), PT Garudafood Putra Putri Jaya Tbk, a public company established under the
regulations of the Republic of Indonesia, domiciled in South Jakarta and based in Wisma
Garudafood, Jl. Bintaro Raya No.10A, Jakarta 12240 ("Company"), hereby notify to the
shareholders of the Company that the Company has made the Summary of Minutes of the Annual
General Meeting of Shareholders ("AGMS") (in this summary of minutes of the AGMS hereinafter
referred to as the “Meeting”), in accordance with the minutes of the AGMS as set out in the Deed
of Minutes of Meeting dated 30 April 2024 Number 40, the Deed of Meeting has made before
Liestiani Wang, S.H, M.Kn, Notary in in South Jakarta, with the following details:
A. Day / Date, Time, Venue and Agenda of Meeting:
Day/Date : Thursday, 30 April 2024
Time : 09:10 to 09:59 Western Indonesian Time
Venue : Ballroom Arosa, Hotel Arosa Jakarta Jl. RC Veteran No.
3, RT 09/RW09, Pesanggrahan, Jakarta Selatan 12330.
B. Agenda of Meeting
The agenda of Meeting are as follows:
1. Approval of the Annual Report and ratification of the Company’s Consolidated Financial
Statements including the Board of Commissioners’ Supervisory Report for the fiscal year
ended on 31 December 2023.
2. Approval on the use of the Company's net profit of the financial year 2023.;
3. Approval of the determination of honorarium and benefits for Board of Commissioners,
and the amount of salary and benefits for Directors in the financial year 2024; and
4. Approval of the appointment of a Public Accountant to audit the Company's financial
statements for the financial year ending December 31, 2024.
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
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LEADING IN INNOVATION
C. Attendance of the members of the Board of Commissioners and Board of Directors in the
Meeting:
Board of Commissioners:
Commissioner : Hartono Atmadja
Independent Commissioner : Fitra Dewata Teramihardja
Independent Commissioner : Andi Chandra
Board of Directors:
President Director : Hardianto Atmadja
Director : Paulus Tedjosutikno
Director : Robert Chandrakelana Adjie
Director : Fransiskus Johny Soegiarto
Director : Johannes Setiadharma
Director : Swadheen Sharma
D. Attendance of the Shareholders:
Meeting was attended by shareholders representing a total of 35.349.421.055 shares in the
Company who has valid voting rights equal to 95,85% of the total shares with valid voting rights
that have been issued by the Company.
E. The opportunity for question and/ or provide opinion on the agenda of the Meeting
At the end of the discussion for the Meeting agenda, the Chairman of the Meeting provides the
opportunity to the shareholders or its representative present at the Meeting to raise a question
and/ or provide opinion toward the agenda.
F. The number of shareholders raising question and/ or provide opinion regarding the agenda of
the Meeting.
Number of Shares Owned
Agenda of the AGMS Number of Shareholders or Represented by the
Owner/ Holder
Agenda-1 : - -
Agenda-2 : - -
Agenda-3 : - -
Agenda-4 : - -
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
Page 3
LEADING IN INNOVATION
G. Decision taking mechanism of the Meeting
In accordance with the provisions of Article 12 paragraph (12) of the Articles of Association of
the Company which are also included in the Rules of Conduct of the Meeting which has been
distributed to the shareholders and/or its representative present at the Meeting, all decisions
in General Meeting of Shareholders are taken based on the mutual consensus. In the event that
a decision is not reached, based on deliberation and consensus, the decision taken by voting
mechanism with the terms related to the agenda 1 until 4 shall be decided in the Meeting
following the provision of Article 12 paragraph (5) section (a) Articles of Association, represent
of more than ½ (one half) of the number of votes issued legally in the meeting.
H. Results of decision making
Voting for the adoption of resolutions on all agenda items of the Meeting is conducted by the
number of valid votes with the number of shares whose holders/owners are present or
represented at the Meeting, with the percentage in the table below:
Agenda of the Meeting as follows:
Agendas Agree Not Agree Abstain
1 35.349.420.955 shares 100 shares -
(99,9999997%) (0,0000003%)
2 35.349.420.955 shares 100 shares -
(99,9999997%) (0,0000003%)
3 35.349.419.955 shares 1.100 shares -
(99,9999969%) (0,0000031%)
4 35.348.146.455 shares 1.274.600 shares 64.800 shares
(99,9963943%) (0,0036057%) (0,0001833%)
I. Meeting Decision
a. 1st agenda:
1. To approve and accept the Company's Annual Report for the financial year ended 31
December 2023, including the Directors' Report and the Supervisory Report of the
Company's Board of Commissioners.
2. To ratify the Company's Financial Report for the financial year ended 31 December
2023 which has been audited by Public Accountant Ely No.AP. 1737 from the Public
Accounting Firm Tanudiredja, Wibisana, Rintis & Partners (a firm member of the PWC
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
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LEADING IN INNOVATION
Global Network) as listed in its report number: 00214/2.1025/AU.1/04/1737-
3/1/II/2024 dated 28 February, 2024 with reasonable opinions in all material matters.
3. To grant release and discharge to the members of Board of Directors and Board of
Commissioners of the Company from all responsibilities for all actions taken by the
members of the Board of Directors and the Board of Commissioners of the Company
during the 2023 fiscal year.
b. 2nd agenda:
Approve the use of net profit attributable to owners of the Company's parent entity, for
the financial year ended December 31, 2023, amounting to IDR580,412,724,554.00 (five
hundred eighty billion four hundred twelve million seven hundred twenty-four thousand
five hundred fifty-four Rupiah) determined for its use in details as follows:
1. In amount IDR9.00 (nine rupiah) per share or approximately IDR331,916,273,595.00
(threehundred thirty one billion nine hundred sixteen million two hundred seventy
three thousand five hundred ninety five Rupiah) approximately 57.19% (fifty seven
point one nine percent) of the profit for the financial year 2023 attributable to holding
owner, is determined as cash dividend for the financial year 2023 and will be
distributed in cash on May 21, 2024 to all shareholders registered in the Shareholders
Register on May 15, 2024 at 16:00 WIB. Furthermore, the Board of Directors of the
Company is authorized to regulate the procedures for payment of the cash dividends.
2. The amount of IDR3,000,000,000.00 (three billion Rupiah) stipulated as mandatory
reserve to fulfill the provisions of Article 70 of the Limited Liability Company Law No.
40 of 2007, the use of which is in accordance with Article 20 of the Company's Articles
of Association.
3. The remaining amount IDR245,496,450,959 (two hundred forty-five billion four
hundred ninety-six million four hundred fifty thousand nine hundred fifty-nine Rupiah)
is used as general reserve which has not been determined.
c. 3rd Agenda:
1. Approved the granting of power and authority to the Company's Board of
Commissioners to determine honorarium, salaries, facilities, allowances and other
remuneration packages for members of the Board of Directors and Board of
Commissioners for the financial year 2024 by taking into account the Company's
financial condition.
2. Granting power and authority to the Board of Commissioners to determine the amount
of distribution among members of the Board of Commissioners and members of the
Board of Directors, taking into account the provisions of the Company's articles of
association and applicable rules and regulations.
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
Page 5
LEADING IN INNOVATION
d. 4th agenda:
1. Re-appoint Public Accountant Ely with license number AP.1737 from the Public
Accounting Firm Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC
Global Network) or a new name that replaces the name of the Public Accounting Firm
Tanudiredja, Wibisana, Rintis & Rekan in the future which is a member of the PWC
Global Network (hereinafter referred to as “PWC Indonesia”) or other Public
Accountant appointed as a replacement by PWC Indonesia, if Public Accountant Ely
is unable to carry out his duties, to audit the Company's Financial Statements for the
fiscal year ending December 31, 2024.
2. To authorize the Company's Board of Commissioners to appoint a substitute Public
Accounting Firm in the event that PWC Indonesia is unable to perform its duties.
3. To authorize the Company's Board of Commissioners to determine other
requirements and the amount of audit services by taking into account the fairness
and scope of audit work.
Furthermore, in accordance with the resolution of the 2 nd Agenda of the Meeting as mentioned
above where the Meeting has decided to pay cash dividends from the Company's net profit for
the financial year 2023 in the amount of IDR9.00 (nine Rupiah) per share or equivalent to
IDR331,916,273,595.00 (three hundred thirty one billion nine hundred sixteen million two
hundred seventy three thousand five hundred ninety five Rupiah) to be distributed to the
shareholders of the Company, hereby notify the schedule and procedures for the distribution of
cash dividends for the financial year 2023 as follows:
A. Cash Dividend Distribution Schedule
No Keterangan Tanggal
1 End of Trading Period for Shares with Dividend
Rights (Cum Dividend)
- Regular and Negotiation Market;
13 Mei 2024
- Cash Market.
15 Mei 2024
2 Beginning of Trading Period for Shares without
Dividend Rights (Ex Dividen):
- Regular and Negotiation Market;
14 Mei 2024
- Cash Market.
16 Mei 2024
3 Date of List of Shareholders Entitled to 15 Mei 2024
received Dividend (Recording Date)
4 Cash Dividend Payment Date 21 Mei 2024
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
Page 6
LEADING IN INNOVATION
B. Procedures for Distributing Cash Dividends
1. The Cash Dividend will be distributed to the Company's shareholders whose names are
listed in the Shareholders Register ("DPS") or recording date on 15 May 2024 (recording
date) and / or Owners of the company's shares on the securities account at the Indonesian
Central Securities Depository ("KSEI") at the close of trading on 15 May 2024.
2. For Shareholders of the Company whose shares are included in KSEI's collective custody,
cash dividend payments will be made through KSEI and will be distributed on 21 May 2024
into the Customer Fund Account (RDN) at the Securities Company and/or Custodian Bank
where the Shareholders open a securities account. As for the shareholders of the Company
whose shares are not included in the collective custody of KSEI, the cash dividend payment
will be transferred to the account of the shareholders of the Company
3. The Cash Dividend will be taxed in accordance with the applicable tax laws and regulations.
4. Based on the applicable tax laws and regulations, the cash dividend will be excluded from
the tax object if it is received by the shareholders of the domestic corporate taxpayer (“DN
Entity Taxpayer”) and the Company does not deduct Income Tax on the cash dividends
paid to the DN Entity Taxpayer. that. Cash dividends received by shareholders of domestic
individual taxpayers (“WPOP DN”) will be excluded from the tax object as long as the
dividends are invested in the territory of the Unitary State of the Republic of Indonesia. For
WPOP DN that does not meet the investment provisions as mentioned above, the
dividends received by the DN concerned will be subject to income tax ("PPh") in
accordance with the provisions of the applicable laws and regulations, and the PPh must
be paid by the WPOP DN concerned himself with the provisions of Government Regulation
no. 9 of 2021 concerning Tax Treatment to Support the Ease of Doing Business.
5. Shareholders of the Company may obtain confirmation of dividend payments through
securities companies and or custodian banks where shareholders of the Company open a
securities account, then the shareholders of the Company must be responsible for
reporting the dividend receipts referred to in tax reporting for the tax year concerned in
accordance with the applicable tax laws and regulations.
6. Shareholders who are Overseas Taxpayers whose tax withholding will use the rate based
on the Double Taxation Avoidance Agreement ("P3B") must comply with the requirements
of the Director General of Taxes Regulation No. PER-25/PJ/2018 concerning Procedures for
the Application of Double Taxation Avoidance Agreement and submitting a document of
record or receipt of DGT or SKD (Surat Domicile) which has been uploaded to the website
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
Page 7
LEADING IN INNOVATION
of the Directorate General of Taxes to KSEI or the Securities Administration Bureau of PT
Datindo Entrycom (BAE) in accordance with KSEI's rules and regulations, without the said
documents, the cash dividends paid will be subject to Article 26 Income Tax of 20%.
7. For Shareholders who are Overseas Taxpayers whose shares are in the collective custody
of KSEI, evidence of dividend tax withholding can be collected at the Securities Company
and/or Custodian Bank where the Shareholders open securities accounts and for Clearing
Shareholders it can be collected at BAE.
Jakarta, 03 May 2024
PT Garudafood Putra Putri Jaya Tbk
The Board of Directors
PT Garudafood Putra Putri Jaya Tbk
Head Office: Wisma GarudaFood, Jl. Bintaro Raya No.10A, Jakarta 12240 Indonesia
P: +62 21 7290110 (Hunting) F: +62 21 7290112
www.garudafood.com
Names mentioned 16 people and organisations named in the text · linked when the evidence is strong
unresolved
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Financial Services Authority
p.1
unresolved
person
Liestiani Wang
· Notaris
p.1
unresolved
org
Rintis & Partners
p.3
unresolved
org
Rintis & Rekan
p.5 ×2
unresolved
org
Directorate General of Taxes
p.7
unresolved
org
PT Datindo Entrycom
p.7
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