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20260430_MERK_Pemanggilan RUPS_32076412_lamp3.pdf
RUPS notice Text extracted MERKSource file signed link, expires in 15 minutes
Extracted text 2
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PT Merck Tbk
INVITATION
ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT Merck Tbk (the “Company”) hereby invite all the shareholders of the Company
to attend the Annual General Meeting of Shareholders (“GMS”/”Meeting”) which will be held on:
Day, date : Monday, May 25, 2026
Time : 10.00 hours Western Indonesia Time – finish
Venue : PT Merck Tbk (the Company’s premises),
Jl. TB Simatupang No. 8, Pasar Rebo, Jakarta Timur
The agenda is as follows:
1. Approval of the Board of Directors’ Report and the Board of Commissioners’ Report regarding the
management and financial administration of the Company for the financial year ended on December 31,
2025 and Approval of the Statements of Financial Position of the Company per December 31, 2025 and
Statements of Profit or Loss and Other Comprehensive Income of the Company for the financial year
ended on December 31, 2025, and provide acquit et de charge to the members of the Board of Directors
for all management actions and the exercise of authority by the members of the Board of Directors and
to the members of the Board of Commissioners for the supervisory actions of the members of the Board
of Commissioners during the financial year ended on December 31, 2025.
Explanation
Based on Article 69 paragraph 1 of Law No. 40 of 2007 concerning Limited Liability Companies
(“UUPT”) and Article 9 paragraph 3 of Articles of Association of the Company, the Annual Report and
Financial Statement must be approved and ratified by the Annual GMS.
2. Stipulation on the use of profits of the Company.
Explanation
Based on Article 70 and Article 71 paragraph (1) UUPT and Article 29 paragraph 1 of Articles of
Association of the Company, the use of Company’s net profit is decided by the Annual GMS.
3. Changes of the Composition of the Board of Commissioners of the Company.
Explanation
Based on Article 111 UUPT and Article 25 paragraph 2 of Articles of Association of the Company, the
appointment of the members of the Board of Commissioners is decided by the Annual GMS.
4. Appointment of Liana Ramon Xenia & Rekan Public Accounting Firm (which is a member (as such term
is used in Regulation of the Ministry of Finance Number 186/PMK.01/2021 and Regulation of the
Financial Services Authority Number 9 of 2023) of Deloitte Southeast Asia Limited) to perform audit of
the Company's financial statements as of and for the year ending December 31, 2026 and to empower
the Board of Commissioners to determine the fees for the appointed Public Accounting Firm and to
appoint and designate substitute Public Accounting Firm and/or Public Accountants if for any reason the
appointed Public Accounting Firm and/or Public Accountants are unable to complete the audit of the
financial statements in a timely manner.
Explanation
Based on Article 3, the Regulation of Financial Services Authority No. 9 of 2023 concerning Utilization
of Public Accountant Services and Public Accounting Firms in Financial Services Activities, it is stated
that the appointment and dismissal of a public accountant that will provide audit services on annual
historical financial information shall be decided by the GMS in consideration with the Board of
Commissioners’ recommendation. In the event that the GMS cannot decide on the appointment of a
public accountant, the GMS can delegate this authority to the Board of Commissioners, accompanied
by an explanation regarding:
a. Reasons for delegating authority;
b. Criteria or limitations of public accountants who can be appointed.
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PT Merck Tbk
5. Amendment to Article 3 of the Company's Articles of Association concerning the Company's aims and
objectives and business activities (adjustments based on Central Statistics Agency Regulation No. 7 of
2025 concerning the Indonesian Standard Classification of Business Fields or KBLI).
Explanation
This agenda item is to comply with the Central Statistics Agency Regulation No. 7 of 2025 concerning
the Indonesian Standard Classification of Business Fields. The adjustment of the Company's Articles of
Association with KBLI 2025 will be implemented later when the OSS system managed by the Ministry
of Investment and Downstream, as well as the Ditjen AHU system managed by the Ministry of Law,
already use KBLI 2025.
Notes:
1. This Notice shall serve as an official invitation to the Shareholders of the Company to attend the Meeting
and therefore, the Company will not send out any special invitation to the Company’s Shareholders. This
Notice can also be viewed on the Company's website www.merck.co.id and situs web penyedia e-RUPS,
PT Kustodian Sentral Efek Indonesia (“KSEI”), and on the website of the e-RUPS provider, PT Kustodian
Sentral Efek Indonesia ("KSEI"), through the KSEI Electronic General Meeting System application
(“eASY.KSEI”).
2. Shareholders or their proxies who intend to attend the Meeting are requested to bring and show an
original or copies of the certificate of shares or submit a copies of valid identity card or documentation
to the official in charge prior entering the Meeting Room. Shareholders whose shares are deposited in
the collective depository of PT Kustodian Sentral Efek Indonesia (“KSEI”) are kindly required to submit
a Written Confirmation (Konfirmasi Tertulis untuk Rapat/”KTUR”) to attend Meeting which can be
obtained from the member of Stock Exchange or Custodian Bank to the official in charge prior entering
the Meeting Room.
3. Shareholders entitled to attend/to be represented in the Meeting are the Company’s shareholders whose
names are registered in the Shareholders Registry of the Company and or at 16.00 hours Western
Indonesia Time on April 29, 2026. The account holders of KSEI (member of Stock Exchange/Custodian
Bank) are kindly required to submit its investor’s list to KSEI to be received a KTUR, by paying attention
on this below matters:
a. Shareholders having their registered addresses abroad, such Powers of Attorney shall be legalized
by a competent Authority. The members of the Board of Directors, Board of Commissioners and
Employees of the Company are allowed to act as proxy to the Shareholders, but their votes are not
counted;
b. Complete Proxy Form is to be submitted to the Board of Directors at the latest at 16.00 hours
Western Indonesia Time on May 20, 2026.
4. Shareholders who are entitled to attend the Meeting are given the opportunity to attend the Meeting
and/or authorize attendance and vote through the Electronic General Meeting System facility
("eASY.KSEI") in the link https://easy.ksei.co.id provided by KSEI as a mechanism for granting power
(e-proxy) and voting (e-vote) electronically in the process of holding the Meeting. This facility is available
from the date of the Meeting Invitation until the day before the day of the Meeting, which is Friday,
May 22, 2026.
Jakarta, April 30, 2026
Board of Directors of the Company
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Names mentioned 7 people and organisations named in the text · linked when the evidence is strong
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Liana Ramon Xenia & Rekan
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Ministry of Finance
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Financial Services Authority
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Deloitte Southeast Asia Limited
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Ministry of Law
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PT Kustodian Sentral Efek Indonesia
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