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20260504_KRAS_Ringkasan Risalah//Risalah RUPS_32077019_lamp1.pdf
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Page 1
ANNOUNCEMENT OF SUMMARY
OF THE MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
FOR FINANCIAL YEAR OF 2025 “PERUSAHAAN PERSEROAN (PERSERO)
PT KRAKATAU STEEL Tbk” or
“PT KRAKATAU STEEL (PERSERO) Tbk”
In accordance with the provisions of Articles 49 paragraph (1) and Article 51 of the Financial
Services Authority Regulation Number 15/POJK.04/2020 concerning the Arrangement and
Effectuation of General Meeting of Shareholders of Public Companies (hereinafter referred to
as “POJK No. 15”), the Board of Directors of PT KRAKATAU STEEL (PERSERO) Tbk
(hereinafter referred to as the “Company”) hereby notify the shareholders that the Company
has held the Annual General Meeting of Shareholders for Financial Year of 2025 (hereinafter
referred to as the “Meeting”), as follows:
(A). On :
Day/Date : Wednesday/April 29, 2026
Time : 14.30 Western Indonesian Time until 18.05 Western Indonesian Time
Venue : East Lobby of Wisma Danantara, Jl. Gatot Subroto No. Kav. 36-38,
South Jakarta.
Meeting Agenda:
1. Approval of the Annual Report and Ratification of the Company's Consolidated
Financial Statements, Approval of the Supervision Report of the Board of
Commissioners and Ratification of the Financial Statements of the Micro and Small
Business Funding Program (PUMK) for the Financial Year 2025, as well as the
Granting of Full Discharge and Release of Responsibility (volledig acquit et de
charge) to the Board of Directors for the Management and Supervision that has
been carried out during the Financial Year 2025.
2. Approval of the Appropriation of the Company’s Net Profit for the Financial Year
2025.
3. Determination of Salary/Honorarium including Facilities and Allowances for the 2026
Financial Year and Remuneration for Performance for the Financial Year 2025
determined for the Company's Board of Directors and Board of Commissioners.
4. Determination of Public Accountant and/or Public Accounting Firm to Audit the
Company's Consolidated Financial Statements and the Company's PUMK Program
Financial Statements for the 2026 Financial Year.
5. Approval on the Extension of the Delegation of the Authority to the Board of
Commissioners to Declare the Definite Amount of Capital and Number of New Shares
Resulting from the Conversion of Mandatory Convertible Bonds ("MCB") and to Take All
Necessary Actions Including Determining the Time, Method and Amount of Additional
Issued Capital of the MCB Issuer in order to Convert the MCB into Converted Shares.
6. Delegation of Authority for Approval of the 2026-2030 Long-Term Work Plan (RJPP) and
the 2027 Annual Work Plan (RKAP) and its amendments from the GMS to the party
appointed by the GMS.
7. Amendments to the Company's Articles of Association.
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(B). Members of the Board of Directors and Board of Commissioners attended the Meeting:
BOARD OF DIRECTORS
Director of Finance and Risk Management : Daniel Fitzgerald Liman;
Director of Human Capital : Suryantoro Waluyo;
Director of Commercial, Business Development : Hernowo.
and Portfolio
Director of Infrastructure and Operations : Sidik Darusulistyo;
BOARD OF COMMISSIONERS
President Commissioner : Hendro Martowardojo;
Commissioner : Setia Diarta;
Commissioner : Adityo Haryo Bimo;
Independent Commissioner : David Pajung;
Independent Commissioner : Willgo Zainar;
(C). The Meeting has reached a meeting attendance quorum since it was attended by a total of
15.545.500.949 shares with valid voting rights or 80,35% of the total shares with valid
voting rights issued by the Company.
(D). In the Meeting, shareholders and/or their proxies were given the opportunity to arise
questions and/or provide opinions regarding the Meeting agenda.
(E).
1stMeeting Agenda : There was 1 (one) question from Shareholder of Series B has been
answered well by the Board of Directors and There was 1 (one)
response from the Authorized Shareholder of Series A Dwiwarna who
was physically present.
2nd Meeting Agenda : tidak ada pertanyaan.
3rd Meeting Agenda : tidak ada pertanyaan.
4th Meeting Agenda : tidak ada pertanyaan.
5th Meeting Agenda : tidak ada pertanyaan.
6h Meeting Agenda : tidak ada pertanyaan.
7h Meeting Agenda : tidak ada pertanyaan.
(F). The decision-making mechanism for the Meeting, as set out in the Meeting's Rules of
Procedure, is as follows:
Meeting decisions are made by deliberation to reach consensus. If deliberation to reach a
consensus is not reached, then they are taken by voting, as follows:
1. For the First, Second, Third, Fourth, Fifth, and Sixth Meeting Agenda Items, the
Meeting is valid if attended and/or represented by more than 1/2 (one half) of the total
shares with valid voting rights, and decisions are valid if approved by more than 1/2
(one half) of the total shares with valid voting rights present at the Meeting.
2. For the Seventh Meeting Agenda Item, the Meeting is valid if attended and/or
represented by at least 2/3 (two-thirds) of the total shares with valid voting rights, and
decisions are valid if approved by more than 2/3 (two-thirds) of the total shares with
valid voting rights present at the Meeting.
subject to the provisions of the Articles of Association and regulations applicable to and
related to the Company.
Voting on each agenda item of the Meeting was conducted openly with a procedure of
inviting those who disagreed and/or abstained to raise their hands and submit their
completed voting cards to the Meeting officer. Those who did not raise their hands and
those who abstained were deemed to have cast the same vote as the majority of
Shareholders. The Chairperson of the Meeting provided the opportunity for Shareholders
and/or their proxies to submit written questions and/or responses to each agenda item
discussed in the Meeting.
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(G). The results of the Meeting resolution carried out through voting:
1st Meeting Agenda :
Agree Abstain Disagree
15.542.034.205 votes or 3.348.545 votes or 0,02% 118.200 votes or 0,00% of
99,98% of the total shares of the total shares with the total shares with valid
with valid voting rights valid voting rights present voting rights present at
present at the Meeting. at the Meeting. the Meeting.
Resolution of 1st Meeting Agenda:
1. Approved the Company’s Annual Report including the Report on the Supervisory
Duties of the Board of Commissioners for Financial Year of 2024 ended on
December 31, 2025.
2. Ratified:
a. The Company’s consolidated Financial Statement ending on December 31,
2025, and has been audited by KAP Amir Abadi Jusuf, Aryanto, Mawar and
Partner (RSM Indonesia) as stated in their report No:
00346/2.1030/AU.1/04/1155-3/1/III/2026 dated March 31, 2026 with the
opinion “Fair, in all matters that material”.
b. The Report on the Implementation of Social and Environmental Responsibility
Program ending on December 31, 2025, and has been audited by KAP Amir
Abadi Jusuf, Aryanto, Mawar and Partner (RSM Indonesia) as stated in their
report No: 00503/2.1030/AU.8/12/1155-3/0/IV/2026 dated April 9, 2026 with
the opinion “Fair, in all matters that material”.
3. As per the Approval of the Company’s Annual Report including the Report on the
Supervisory Duties of the Board of Commissioners, and the ratification of the
Company’s consolidated Financial Statement which includes the Report on the
Implementation of Social and Environmental Responsibility Program ending on
December 31, 2025, therefore the General Meeting of Shareholders (GMS) grant a
full a release and discharge (volledig acquit et de charge) to all members of the
Board of Directors and Board of Commissioners of the Company for their
management and supervisory actions that have been carried out during the
Financial Year ending December 31, 2025, to the extent that the related action is
not a criminal act and/or violating the applicable laws, regulations and legal
procedure as it has been reflected in the above mentioned Company's Report.
2nd Meeting Agenda:
Agree Abstain Disagree
15.542.048.326 votes or 2.184.424 votes or 0,01% 1.268.200 votes or 0,01%
99,98% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting. at the Meeting. at the Meeting.
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Resolution of 2nd Meeting Agenda:
Approved and determined the use of the Company's consolidated net profit attributable to
owners of the parent entity for the 2025 financial year amounting to USD325.459 million in
total to cover the Company's accumulated losses.
3rd Meeting Agenda:
Agree Abstain Disagree
15.526.633.326 votes or 2.061.545 votes or 0,01% 16.806.079 votes or 0,11%
99,88% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting. at the Meeting. at the Meeting.
Resolution of 3rd Meeting Agenda:
Approved the granting of authority to:
1. The holder of the largest number of Series B Shares or their proxies to appoint
members of the Board of Commissioners; and
2. The Board of Commissioners, with prior written approval from the holder of the
largest number of Series B Shares or their proxies to appoint members of the
Board of Directors
salaries/honorariums, including facilities and allowances for the 2026 Financial Year
and remuneration for performance for the 2025 Financial Year in accordance with
applicable regulations.
4th Meeting Agenda:
Agree Abstain Disagree
15.485.710.580 votes or 3.517.445 votes or 0,02% 1.921.400 votes or 0,010%
99,62% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting at the Meeting at the Meeting
Resolution of 4th Meeting Agenda:
1. Determine the appointment of Public Accountant and/or Public Accounting Firm Amir
Abadi Jusuf, Aryanto, Mawar & Rekan (RSM Indonesia) who will audit the Company's
Consolidated Financial Statements, the Financial Statements of the Micro and Small
Business Funding Program (PUMK) and other Reports for the 2026 financial year.
2. Approved the granting of authority to the Company's Board of Commissioners with
prior written approval from the majority of Series B Shareholders to carry out:
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5th Meeting Agenda:
Agree Abstain Disagree
15.501.100.301 votes or 2.171.345 votes or 0,01% 42.229.304 votes or 0,27%
99,71% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting at the Meeting at the Meeting
Resolution of 5th Meeting Agenda:
1. Granting authority and power to the Board of Commissioners of the Company to
declare the definite amount of capital and the number of new shares resulting from
the conversion of MCB and to take all necessary actions, including determining the
time, method and amount of the Company's capital increase.
2. Granting power and authority with substitution rights to the Board of Directors of the
Company with the approval of the Board of Commissioners to make, negotiate and
sign any and all documents for the issuance of the MCB and the implementation of
conversion of the MCB into Company's capital with the above mentioned Capital
Increase mechanism, including but not limited to determining the conversion price of
the MCB into the Company's capital which is considered appropriate by the Board of
Directors, take all and every necessary action in relation to matters relating to the
Capital Increase, make or request all necessary deeds, letters or documents, to
appear before authorized parties/officials including Notary and/or reporting and
carrying out the necessary registration to the competent authorities related to the
issuance of the MCB and the Company's capital increase with the said Capital
Increase mechanism, submit applications to authorized parties/officials as referred to
the applicable laws and regulations, such granting of power and authority shall be
given without any exceptions with due regards to the provisions of the applicable
laws and regulations including regulations in the Capital Market sector.
6th Meeting Agenda:
Agree Abstain Disagree
15.485.710.380 votes or 2.171.745 votes or 0,01% 57.618.825 votes or 0,37%
99,62% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting at the Meeting at the Meeting
Resolution of 6th Meeting Agenda:
Approved the granting of power and authority to the Company's Board of Commissioners by
first obtaining written approval from the Most Series B Shareholder or its proxy, to approve
the Company's RJPP for 2026-2030 and the Company's RKAP for 2027 and its amendments.
Approval of the Company's RJPP for 2026-2030 and the Company's RKAP for 2027 and its
amendments to be implemented in accordance with good corporate governance and
applicable provisions by taking into account the principles of fairness and information
disclosure, and has been coordinated with the Series A Dwiwarna Shareholder or its proxy
for synchronization with Government policies.
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7th Meeting Agenda:
Agree Abstain Disagree
15.485.710.380 votes or 2.171.745 votes or 0,01% 57.618.825 votes or 0,37%
99,62% of the total shares of the total shares with of the total shares with
with valid voting rights valid voting rights present valid voting rights present
present at the Meeting at the Meeting at the Meeting
Resolution of 7th Meeting Agenda:
1. Approved the changes to the Company's Articles of Association in connection with
the reclassification of the Company's shares, namely the change of Series B Shares
amounting to 154,771,174 (one hundred fifty four million seven hundred seventy
one thousand one hundred seventy four) shares owned by the Republic of Indonesia
through BP BUMN to Series A Dwiwarna Shares, in order to fulfill Law Number 16 of
2025 concerning the Fourth Amendment to Law Number 19 of 2003 concerning
State-Owned Enterprises.
2. Agree to amend the articles of the Company's Articles of Association relating to
decision point 1 above.
3. Granting power and authority to the Board of Directors with the right of substitution
to carry out all necessary actions related to the decision of the Seventh Agenda of
this Meeting, including compiling and restating all of the Company's Articles of
Association in a Notarial Deed and making changes to the Company's data and
submitting it to the authorized agency to obtain approval and/or receipt of
notification of changes to the Company's Articles of Association and changes to the
Company's data, and to do everything deemed necessary and useful for such
purposes with nothing being excluded, including making additions and/or changes to
the Company's Articles of Association if this is required by the authorized agency.
Jakarta, 29th of April 2026
PT KRAKATAU STEEL (PERSERO) Tbk
Board of Director
Names mentioned 12 people and organisations named in the text · linked when the evidence is strong
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Financial Services Authority
p.1
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Mawar & Rekan
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