20240402_BNII_Ringkasan Risalah//Risalah RUPS_31623112_lamp3.pdf

4. Determination on the Honorarium and/or Other Allowances for the Board of Commissioners for Financial Year
   of 2024.
5. Authorization to the Board of Commissioners to determine:
   • The Salary and/or Other Allowances for the members of the Board of Directors for Financial Year of 2024,
       and
   • The Honorarium and/or Other Allowances for the members of Sharia Supervisory Board for Financial Year
       of 2024.
6. The Changes in the Composition of the members of the Board of Commissioners, Board of Directors and Sharia
    Supervisory Board of the Company.
7. The Distribution of Duties and Authorities among the members of the Board of Directors.
8. Approval on the Update of the Company’s Recovery Plan to fulfill Article 31 of Indonesia Financial Services
    Authority Regulation Number 14/POJK.03/2017.
9. Amendments on the Company’s Articles of Association (”AoA”).

Execution of the Meeting:
- The principal Meeting Procedures, among others; the mechanism to raise questions, or convey opinion
   including the decision-making mechanism were informed at the Meeting. The complete principal procedures
   of the Meeting had been distributed to the shareholders before entering the Meeting room and also had been
   published in the Company’s website www.maybank.co.id on 8 March 2024.
- In the end of each Agenda, the Chairman gave opportunities to shareholders/their proxies to raise
   questions/convey opinion. There were no shareholders/shareholders' proxies who asked questions in all of the
   Meeting Agenda.
- Decision’s making was done verbally and electronically for all Agendas in the Meeting.
-  The Third, Sixth, Seventh and Eighth Agenda of the Meeting were approved by deliberation to reach consensus.
   The First, Second, Fourth, Fifth and Ninth Agenda of the Meeting were approved by majority vote, where
   decision making was carried out by voting.
-  In the First Agenda of the Meeting, there were shareholders and/or their proxies who declared blank vote,
   amounted 5,432,300 shares or 0.009019% of the total shares who attended the Meeting.
   In the Second Agenda of the Meeting, there were shareholders and/or their proxies who declared blank vote,
   amounted 100 shares or 0.000001% of the total shares who attended the Meeting.
   In the Fourth Agenda of the Meeting, there were shareholders and/or their proxies who declared blank vote,
   amounted 100 shares or 0.000001% of the total shares who attended the Meeting.
   In the Fifth Agenda of the Meeting, there were shareholders and/or their proxies who declared blank vote,
   amounted 100 shares or 0.000001% of the total shares who attended the Meeting.
   In the Ninth Agenda of the Meeting, there were shareholders and/or their proxies who declared blank vote,
   amounted 13,400 shares or 0.000022% of the total shares who attended the Meeting.
   In the Fourth Agenda of the Meeting, there were shareholders and/or their proxies who who declared disagree
   vote, amounted 13,400 shares or 0.000022% of the total shares who attended the Meeting.
- Vote counts and vote validation in the Meeting were carried out by a Notary.

The Meeting’s Resolutions:

   First Agenda:
   - There were no shareholders and/or their proxies who raised questions/opinions;
   - Shareholders and/or their proxies who declared blank vote, amounted 5,432,300 shares or 0.009019% of
       the total shares who attended the Meeting;
   - There were no shareholders and/or their proxies who declared disagree vote;
   Hence, the Resolution was done through voting.
   The shareholders who agreed amounted to 60,228,388,126 shares or 99.990981% of the total shares who
   attended the Meeting.
   In accordance with Article 12 paragraph (7) of the Company’s Articles of Association (”AoA”) and Article 47 of
   OJK Regulation Number 15/POJK.04/2020, a blank vote is considered declared as the same vote with majority
   votes, therefore the total of agree votes amounted 60,233,820,426 shares or 100% of the total shares who
   attended the Meeting.
   Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
   approved the following resolutions:
   1. Accept and approve the Annual Report of the Company for the Financial Year ended on 31 December 2023.
   2. Ratify the Company's Consolidated Financial Statements dated 31 December 2023 and for the Financial
       Year ended on 31 December 2023, which has been audited by the Public Accountant Firm of “Purwantono,
       Sungkoro & Surja” (a member firm of Ernst & Young Global Limited) as stipulated in its report Number
       00073/2.1032/AU.1/07/0703-1/1/II/2024 dated 23 February 2024 with audit opinion: “present fairly, in
       all material respects”.
   3. Ratify the Supervisory Report of the Board of Commissioners and the Sharia Supervisory Board of the
       Company for the Financial Year ended on 31 December 2023.

4. Provide acquit and discharge (“acquit et décharge”) to the members of the Board of Directors and the
   Board of Commissioners of the Company for the management and supervision performed in the Financial
   Year 2023, as long as the management and supervisory actions are reflected in the Company’s Annual
   Report for the year ended on 31 December 2023, and not breach any prudent banking principles and not
   included in the category of criminal offenses.

Second Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- Shareholders and/or their proxies who declared blank vote, amounted 100 shares or 0.000001% of the
    total shares who attended the Meeting;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,233,820,326 shares or 99.999999% of the total shares who
attended the Meeting.
In accordance with Article 12 paragraph (7) of the Company’s Articles of Association (”AoA”) and Article 47 of
OJK Regulation Number 15/POJK.04/2020, a blank vote is considered declared as the same vote with majority
votes, therefore the total of agree votes amounted 60,233,820,426 shares or 100% of the total shares who
attended the Meeting.
Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
approved the following resolutions:
1. Approve the use of Company’s Net Profit for Financial Year of 2023 which has been ratified in the First
    Agenda of the meeting, a total amount of Rp1,743,406,226,869,- to be used as follows:
    a. 45% or maximum Rp784,532,802,091,- will be distributed as Cash Dividend, or amounted Rp10.29365,-
       per share;
    b. The remaining 55% or Rp958,873,424,778,- will be set as Company’s “Retained Profit”.
2. Approve the distribution of cash dividend for Financial Year 2023 to be performed with the following
    provisions:
    a. Shareholders who have the rights to receive cash dividend of the Financial Year 2023 are the
       shareholders whose names are registered in the Company’s Shareholders List dated 19 April 2024;
    b. Cash Dividend will be paid on 30 April 2024;
    c. The Board of Directors is granted with the authority to determine matters related to the
       implementation of cash dividend payment, including but not limited to set the procedures of the
       distribution of cash dividend and publish related disclosure according to prevailing stock exchange’s
       regulations.

Third Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was made based on deliberation to reach consensus.
Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
approved the following resolutions:
1. Appoint “Yasir” and Public Accountant Firm “Purwantono, Sungkoro dan Surja (a member firm of Ernst &
    Young Global Limited) as Public Accountant and Public Accountant Firm to audit the Financial Statements
    of the Company for the Financial Year of 2024.
2. Approve the delegation of authority to the Board of Commissioners of the Company to determine the
    amount of the honorarium in relation with the appointment of Public Accountant Firm, with conditions
    which is considered good.
3. Delegate the authority to the Board of Commissioners and the Board of Directors of the Company to carry
    out the matters related to the appointment of Public Accountant Firm, including to appoint other Public
    Accountant and/or Public Accountant Firm, in the event that Public Accountant Firm “Purwantono,
    Sungkoro dan Surja”, for whatever reason, could not finish its audit on the Company’s Financial
    Statements for the Financial Year of 2024.

Fourth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- Shareholders and/or their proxies who declared blank vote, amounted 100 shares or 0.000001% of the
    total shares who attended the Meeting;
- Shareholders and/or their proxies who declared disagree vote, amounted 13,400 shares or 0.000022% of
    the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,233,806,926 shares or 99.999978% of the total shares who
attended the Meeting.
In accordance with Article 12 paragraph (7) of the Company’s Articles of Association (”AoA”) and Article 47 of
OJK Regulation Number 15/POJK.04/2020, a blank vote is considered declared as the same vote with majority

votes, therefore the total of agree votes amounted 60,233,807,026 shares or 99,999978% of the total shares
who attended the Meeting.
Therefore, Meeting with majority vote, amounted 60,233,807,026 shares (99,999978%) has approved the
following resolution:
• Approve the delegation of authority to the President Commissioner to determine the Honorarium and/or
     Other Allowances for the members of the Board of Commissioners for the Financial Year of 2024, by taking
     into consideration the suggestion and recommendation from the Company’s Nomination and Remuneration
     Committee. The amount of the Honorarium and/or Other Allowances for the members of the Board of
     Commissioners will be included in the Annual Report for the Financial Year of 2024.

Fifth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- Shareholders and/or their proxies who declared blank vote, amounted 100 shares or 0.000001% of the
    total shares who attended the Meeting;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,233,820,326 shares or 99.999999% of the total shares who
attended the Meeting.
In accordance with Article 12 paragraph (7) of the Company’s Articles of Association (”AoA”) and Article 47 of
OJK Regulation Number 15/POJK.04/2020, a blank vote is considered declared as the same vote with majority
votes, therefore the total of agree votes amounted 60,233,820,426 shares or 100% of the total shares who
attended the Meeting.
Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
approved the following resolutions:
1. Determine the amount of the Bonus for the Board of Directors of the Company for Financial Year of 2023
    amounted Rp34,795,000,000,- where the execution on the distribution, including the determination of
    bonus amount of each member of the Board of Directors as well as the determination of variable
    remuneration, shall be made in accordance with the recommendation from the Nomination and
    Remuneration Committee of the Company with due regard to the prevailing regulations regarding the
    Remuneration of the Board of Directors. The amount of the bonus for the Board of Directors will be
    included in the Annual Report for the Financial Year of 2024.
2. Approve the delegation of authority to the Board of Commissioners to determine the amount of the Salary
    and/or Other Allowances for the Board of Directors for Financial Year of 2024 by taking into consideration
    the suggestion and recommendation from the Company’s Nomination and Remuneration Committee. The
    amount of the Salary and/or Other Allowances for the Board of Directors will be included in the Annual
    Report for the Financial Year of 2024.
3. Approve the delegation of authority to the Board of Commissioners to determine the Honorarium and/or
    Other Allowances for the members of Syariah Supervisory Board for Financial Year of 2024 by taking into
    consideration the suggestion and recommendation from the Company’s Nomination and Remuneration
    Committee. The amount of the Honorarium and/or Other Allowances for the members of Syariah
    Supervisory Board will be included in the Annual Report for the Financial Year of 2024.

Sixth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was made based on deliberation to reach consensus.
Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
approved the following resolutions:
1. Approve the termination of the term of office of Budhi Dyah Sitawati as the Company’s Independent
    Commissioner, Datuk Lim Hong Tat as the Company’s Commissioner and Putut Eko Bayuseno as the
    Company’s Independent Commissioner, whose term of office will be expired since the closing of the
    Meeting. The Company hereby expresses its highest appreciation and thanks for the thoughts, hard work
    and services of Mrs. Budhi Dyah Sitawati, Mr. Datuk Lim Hong Tat and Mr. Putut Eko Bayuseno for the
    progress of the Company, by providing acquit et de charge for their term of office since the closing of this
    Meeting, will be given as long as it is reflected in the Company's Annual Report and Financial Statements
    which have been ratified at the Company's Annual General Meeting of Shareholders for the Financial Year
    of 2024.
2. Approve the termination of the term of office of Taswin Zakaria as the Company’s President Director,
    Thilagavathy Nadason as the Company’s Director, Muhamadian as the Company’s Director, Irvandi
    Ferizal as the Company’s Director and Widya Permana as the Company’s Director, whose term of office
    will be expired since the closing of the Meeting. The Company hereby expresses its highest appreciation
    and thanks for the thoughts, hard work and services of Mr. Taswin Zakaria, Mrs. Thilagavathy Nadason,
    Mr. Muhamadian, Mr. Irvandi Ferizal and Mr. Widya Permana for the progress of the Company, by providing
    acquit et de charge for their term of office since the closing of this Meeting, will be given as long as it is

    reflected in the Company's Annual Report and Financial Statements which have been ratified at the
    Company's Annual General Meeting of Shareholders for the Financial Year of 2024.
3. Approve the termination of the term of office of Abdul Jabar Majid as Member of the Company’s Sharia
    Supervisory Board, whose term of office will be expired since the closing of the Meeting. The Company
    hereby expresses its highest appreciation and thanks for the thoughts, hard work and services of Mr. Abdul
    Jabar Majid for the progress of the Company’s Sharia Business Unit, by providing acquit et de charge for
    his term of office since the closing of this Meeting, will be given as long as it is reflected in the Company's
    Annual Report and Financial Statements which have been ratified at the Company's Annual General
    Meeting of Shareholders for the Financial Year of 2024.
4. Approve to reappoint Datuk Lim Hong Tat as the Company’s Commissioner and Putut Eko Bayuseno as
    the Company’s Independent Commissioner for the term of office commencing on the closing of the Meeting
    until the closing of the Company’s Annual General Meeting of Shareholders (“AGMS”) year 2027.
5. Approve to reappoint Irvandi Ferizal as the Company’s Director and Widya Permana as the Company’s
    Director for the term of office commencing on the closing of the Meeting until the closing of the Company’s
    AGMS year 2027.
6. Approve that Muhammad Anwar Ibrahim can continue to carry out his position and authority as Chairman
    of the Company's Sharia Supervisory Board until his replacement is appointed and determined by the
    Company's General Meeting of Shareholders.
7. Approve that Mohammad Bagus Teguh Perwira can continue to carry out his position and authority as a
    Member of the Company's Sharia Supervisory Board, until the members of the Company's Sharia Supervisory
    Board who appointed in this General Meeting of Shareholders have effectively carried out their position
    and authority after fulfilling all requirements based on applicable laws and regulations
8. Approve to appoint:
    a. Marina R. Tusin as the Company’s Independent Commissioner with effective term of office since the
         closing of the Meeting and after obtaining Financial Services Authority’s approval until the closing of
         the Company’s AGMS year 2027.
    b. Steffano Ridwan, who currently serves as the Company's Director to be appointed as the Company's
         President Director, with effective term of office since the closing of the Meeting and after obtaining
         Financial Services Authority’s approval until the closing of the Company’s AGMS year 2027. As long as
         approval from the Financial Services Authority has not been obtained, Steffano Ridwan will continue
         to serve as the Company’s Director and will also serve as Acting President Director of the Company,
         and if his appointment as the Company’s President Director is not approved by the Financial Services
         Authority, Steffano Ridwan will continue to serve as the Company’s Director, with a term of office in
         accordance with his appointment as President Director of the Company, namely until the closing of
         the Company's AGMS year 2027.
    c. Shaiful Adhli Yazid as the Company’s Director with effective term of office since the closing of the
         Meeting and after obtaining Financial Services Authority’s approval until the closing of the Company’s
         AGMS year 2027.
    d. Yessika Effendi as the Compliance Director of the Company with effective term of office the earliest
         on 3 June 2024 and after obtaining Financial Services Authority’s approval until the closing of the
         Company’s AGMS year 2027. As long as approval from the Financial Services Authority has not been
         obtained, Irvandi Ferizal, who currently serves as the Company's Director will also serve as Acting
         Compliance Director of the Company, until Financial Services Authority’s approval for the appointment
         of Yesika Effendi as Compliance Director of the Company is obtained.
    e. Romy Hardiansyah as the Director of Sharia Business Unit of the Company, with effective term of
         office since the closing of the Meeting and after obtaining Financial Services Authority’s approval until
         the closing of the Company’s AGMS year 2027.
    f. Dr. K.H. Sodikun, M.Si, M.E. as Member of the Company’s Sharia Supervisory Board, with effective
         term of office since the closing of the Meeting and after fulfilling all requirements based on applicable
         laws and regulations until the closing of the Company’s AGMS year 2027.
 9. Determine that since the closing of this Meeting, the composition of the Board of Commissioners, Board
    of Directors and Sharia Supervisory Board of the Company is as follows:
         The Board of Commissioners:
         - Dato’ Khairussaleh Ramli as President Commissioner
         - Edwin Gerungan as Commissioner
         - Datuk Lim Hong Tat as Commissioner
         - Dato’ Zulkiflee Abbas Abdul Hamid as Commissioner
         - Achjar Iljas as Independent Commissioner
         - Hendar as Independent Commissioner
         - Putut Eko Bayuseno as Independent Commissioner
         - Marina R. Tusin as Independent Commissioner*)
         The Board of Directors:
         - Steffano Ridwan as President Director*)
         - Irvandi Ferizal as Director
         - Effendi as Director

       - Widya Permana as Director
       - Ricky Antariksa as Director
       - Bambang Andri Irawan as Director
       - Shaiful Adhli Yazid as Director*)
       - Yessika Effendi as Compliance Director*)
       - Romy Hardiansyah as Sharia Business Unit Director*)
       Sharia Supervisory Board:
       -    Muhammad Anwar Ibrahim as Chairman**)
       -    Mohammad Bagus Teguh Perwira as Member***)
       -    Dr. K.H. Sodikun, M.Si., M.E. as Member****)
       Provided that:
       *) The appointment of Marina R. Tusin as Independent Commissioner of the Company, Steffano Ridwan
       as President Director of the Company, Shaiful Adhli Yazid as Director of the Company, Yessika Effendi
       as Compliance Director of the Company and Romy Hardiansyah as Sharia Business Unit Director of the
       Company will become effective after obtaining approval from the Financial Services Authority.
       Therefore, the appointment that will apply to them is in accordance with the decision of the Financial
       Services Authority.
       **) Muhammad Anwar Ibrahim can continue to carry out his position and authority as Chairman of the
       Company's Sharia Supervisory Board until his replacement is appointed and determined by the
       Company's General Meeting of Shareholders.
       ***) Mohammad Bagus Teguh Perwira can still carry out his position and authority as Member of the
       Company's Sharia Supervisory Board, until Dr. K.H. Sodikun M.Si., M.E. who appointed in this General
       Meeting of Shareholders have effectively carried out their positions and authority as the Company's
       Sharia Supervisory Board after fulfilling all requirements based on applicable laws and regulations.
       ****) Appointment of Dr. K.H. Sodikun, M.Si., M.E. as Member of the Company's Sharia Supervisory
       Board will become effective after fulfilling all requirements based on applicable laws and regulations.
       Thus, the appointment that will apply to him is after fulfilling all the requirements based on the
       applicable laws and regulations.

10. Approve the delegation of the authority to the Board of Directors of the Company to restate and/or
    reaffirm in a Notarial Deed (including to make an amendment and/or additional) in relation to the change
    of the members of the Board of Commissioners, Board of Directors and Sharia Supervisory Board of the
    Company and delegate the authority to the Board of Directors of the Company with the rights of
    substitution to the Notary to file the registration, obtain the receipt of the notice or apply the approval
    from the authorized institution; In brief to perform any other necessary actions in accordance with the
    provisions in the Company’s Articles of Association and prevailing laws and regulations.

Seventh Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was made based on deliberation to reach consensus.
Therefore, all of the shareholders who attended the Meeting or amounted 60.233.820.426 shares (100%) have
approved the following resolutions:
• The distribution of duties and authorities among the members of the Board of Directors for the Financial
   Year of 2024 will be determined by the Board of Directors through the Board of Directors’ Resolution.

Eighth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- There were no shareholders and/or their proxies who declared disagree vote;
Hence, the Resolution was made based on deliberation to reach consensus.
Therefore, all of the shareholders who attended the Meeting or amounted 60,233,820,426 shares (100%) have
approved the following resolutions:
1. Approve the update of the Company's Recovery Plan, in line with the document regarding the update of
    the Company’s Recovery Plan which has been submitted by the Board of Directors of the Company to OJK
    through its letters dated 31 October 2023, along with further adjustments related to Trigger Levels which
    have received approval from the Company's Board of Commissioners on 23 February 2024.
2. Delegate the Authority to the Company’s Board of Commissioners and/or the Board of Directors to perform
    all necessary actions in implementing the Recovery Plan in accordance with the prevailing regulations.

Ninth Agenda:
- There were no shareholders and/or their proxies who asked questions/opinions;
- There were no shareholders and/or their proxies who declared blank vote;
- Shareholders and/or their proxies who declared disagree vote, amounted 13,400 shares or 0.000022% of
     the total shares who attended the Meeting;
Hence, the Resolution was done through voting.
The shareholders who agreed amounted to 60,233,807,026 shares or 99.999978% of the total shares who
attended the Meeting.
Therefore, Meeting with majority vote, amounted 60,233,807,026 shares (99,999978%) has approved the
following resolution:
1. Approve the amendments on several articles in the Company’s Articles of Association, as follows:
     - Article 15 regarding the Board of Directors
     - Article 16 regarding Duties, Liabilities and Authorities of the Board of Directors
     - Article 18 regarding the Board of Commissioners
     - Article 19 regarding Duties, Liabilities and Authorities of the Board of Commissioners
     - Article 20 regarding Meeting of the Board of Commissioners
     - Article 22 regarding Sharia Supervisory Board
2. Approve the delegation of the power and authority to the Board of Directors of the Company to restate
     and/or reaffirm the entire Articles of Association of the Company in a Notarial Deed (including to make
     an amendment and/or additional) in relation to the amendment of the Company’s Articles of Association
     and delegate the authority to the Board of Directors of the Company with the rights of substitution to the
     Notary to file the registration, obtain the receipt of the notice or apply for approval from the authorized
     institution; In brief to perform any other necessary actions in accordance with the provisions in the
     Company’s Articles of Association and prevailing laws and regulations.




                                              Jakarta, 2 April 2024
                                        PT Bank Maybank Indonesia, Tbk.
                                             The Board of Directors

            PT Bank Maybank Indonesia Tbk ● Sentral Senayan III Lantai 26 ● Jl. Asia Afrika No 8 Jakarta 10270, Indonesia