PT Bank Mestika Dharma Tbk : Announcement of the results of AGMS & EGMS PDF

ANNOUNCEMENT

SUMMARY OF MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS & EXTRAORDINARY

GENERAL MEETING OF SHAREHOLDERS (Meetings)

PT Bank Mestika Dharma, Tbk. (Company)

It is hereby notified to the Shareholders of the Company that the Company has held a Meeting which in essence has decided on the following matters:

A. Day / date, time, place and agenda of the Meeting;

Day / Date	: Thursday / 3 June 2021
Time	: 09.00 am to finish
Place	: Cypress Room - Grand Aston City Hall
	Jl. Balai Kota No. 1, Medan - North Sumatra
Agenda	:

Annual General Meeting of Shareholders

1. Approval of the Annual Report of the Board of Directors and Ratification of the Company's Financial Statements for the financial year ending on December 31 th, 2020
2. Determination of the use of the Company's profits for the financial year ending in December 31 th, 2020
3. Granting authority to the Company's Board of Commissioner to appoint an Independent Public Accountant to audit the Company's financial statements for the financial year ending December 31 th, 2021 and to authorize the Company's Directors to determine the honorarium of the Public Accountant to be appointed.
4. Determination of Remuneration (Salary and Other Benefits) and Tantiem for Directors and Board of Commissioners,
5. Approval for Granting Variable Remuneration,
6. Presentation of Bank Business Plan and Sustainable Financial Action Plan by the Board of Directors (in this agenda, would not take any decision)

Extraordinary General Meeting of Shareholders

1. Renewal the Company's articles of association

B. Members of the Board of Directors and Board of Commissioners who attended the Meeting;

Directors
President Director	: Achmad S. Kartasasmita
Vice President Director	: Hendra Halim
Compliance Director	: Andy
Operations Director	: Harun Ansari
General Director	: Yusri Hadi

Board of Commissioners
President Commissioner	: Witarsa Oemar
Commissioner	: Indra Halim
Independent Commissioner	: Katio
Independent Commissioner	: Gardjito Heru

1. Number of Shareholders Attendance
   The meeting was attended by shareholders and proxies for shareholders representing 3,658,362,800 shares physical present and 200 shares present electronic or 90.87% of the 4,026,956,100 shares after deducting buyback shares of 63,133,900 shares.
2. Providing opportunities for shareholders to ask questions and / or provideopinion regarding the agenda of the Meeting;
   Shareholders and shareholder proxies are given the opportunity to ask questions and / or provide opinions on each agenda item of the Meeting, but at the time this takes place, no shareholder and / or shareholder proxies ask questions and / or provide opinions.
3. Number of shareholders who raised questions and / or gave opinions regarding the agenda of the Meeting;

Annual General Meeting of Shareholders

Meeting agenda

Shareholders

Number of shares

Status Decision

owned

Meeting agenda I

nihil

nihil

kuorum

Meeting agenda II

nihil

nihil

kuorum

Meeting agenda III

nihil

nihil

kuorum

Meeting agenda IV

nihil

nihil

kuorum

Meeting agenda V

nihil

nihil

kuorum

Meeting agenda VI

nihil

nihil

kuorum

Extraordinary General Meeting of Shareholders

Meeting agenda

shareholders

Number of shares

Decision Status

owned

Meeting agenda I

nihil

nihil

kuorum

1. Meeting decision making mechanism;
   Meeting decisions are made based on deliberation to reach consensus. In the event that deliberation to reach a consensus cannot be reached, the decision is made by voting.

G. The results of decision making;

Annual General Meeting of Shareholders

Physical Present

Electronic Present

Meeting Agenda

Agree

Disagree

Abstain

Agree

Disagree

Abstain

Meeting agenda I

nihil

nihil

100 shares

nihil

100 shares or

0,0000024% part

Meeting agenda II

3,659,362,800

nihil

nihil

or

nihil

of all shares with

shares or 90.87%

0,0000024%

Meeting agenda III

nihil

nihil

nihil

voting rights

part of all shares

part of all

present at the

Meeting agenda IV

nihil

nihil

nihil

with voting rights

shares with

meeting.

present at the

voting rights

Meeting agenda V

meeting.

nihil

nihil

present at

nihil

the meeting.

Meeting agenda VI

Indecision

Annual General Meeting of Shareholders

Physical Present

Electronic Present

Meeting Agenda

Agree

Disagree

Abstain

Agree

Disagree

Abstain

3,659,362,800

200 shares or

shares or 90.87%

0,0000049%

part of all shares

part of all

Meeting agenda I

with voting rights

nihil

nihil

shares with

nihil

nihil

present at the

voting rights

meeting.

present at the

meeting.

H. Meeting Decisions;

Annual General Meeting of Shareholders

Meeting Agenda I :

1. Received and approved the Annual Report of the Board of Directors regarding the condition and operation of the Company during the 2020 financial year, as well as the Supervisory Report of the Board of Commissioners for the financial year 2020,
2. Received and ratified the Financial Statements for the 2020 financial year which included Balance Sheet and Calculation Profit and Loss that have been audited by the Public Accountant Office of Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan and Rekan which is located at Jl. MH Thamrin Lot 8-10, Jakarta as stated in report number 00441 / 2.1133 / AU.1 / 07 / 0354-3 / 1 / III / 2021 dated March 31, 2021
3. Provide full repayment and discharge of responsibility to the Board of Directors and the Board of Commissioners on the management and supervision that have been carried out during the financial year as long as these actions are reflected in the financial statements.

Meeting Agenda II:

1. About Rp 120,000,000,000 (one hundred twenty billion rupiahs) will be used for the distribution of dividends to the Shareholders of 4,026,956,100 (four billion twenty six million nine hundred fifty six thousand one hundred) shares.
   The total shareholders above have been reduced by the treasury shares owned by the Company amounting to 63,133,900 (sixty three million one hundred thirty three thousand nine hundred) shares.
   Thus the distribution of dividends per share is Rp 29.79 (twenty nine point seventy nine rupiahs)
2. Giving power and authority to the Board of Directors of the Company to take any necessary actions in connection
3. The rest of the Company's profits will be used for the strengthening of the capital ratio, development of digital technology to improve services to customers, strengthen systems and expand banking operations and improve Human Resources.

Meeting Agenda III:
1. Independent Public Accountant:
Public Accountant	: Frendy Susanto
Name of Public Accountant Firm Reappointed	: Paul Hadiwinata, Hidajat, Arsono, Retno,
	Palilingan& Partners
Business License Number	: 855 / KM.1 / 2017
Address	: Jl. MH Thamrin Lot 8-10
	UOB Plaza Floors 30 & 42, Jakarta.
Group	: Conventional

that will audit the Company's financial statements for the financial year ended 31 December 2021,

2. Authorized the Board of Directors of the Company to determine the honorarium for the appointed Independent Public Accountant.

Meeting Agenda IV:

1. Determine the honorarium budget for all members of the Board of Commissioners in the amount of IDR 225,708,500 (two hundred twenty five million seven hundred eight thousand five hundred rupiah) per month, taxes are borne by the company and provide power and authority to the Company's Board of Commissioners. to determine the amount of bonus and determine the distribution for each member of the Board of Commissioners which is valid until it is decided otherwise at the next Annual General Meeting of Shareholders.
2. Give the authority and power to the Board of Commissioners for and on behalf of the meeting to determine the salary, bonus and other benefits for each member of the Board of Directors of the Company until it is decided otherwise at the next Annual General Meeting of Shareholders.

Meeting Agenda V:

1. To approve the purchase of the Company's shares as a form of variable remuneration in the form of shares of a maximum of IDR 632,000,000 (six hundred thirty two rupiah) by appointing 1 (one) member of the Stock Exchange. to make the intended purchase and carried out for a period of 18 (eighteen) months from the date of June 4, 2021 until December 3, 2022 with due regard to the applicable regulation.
2. Provide power and authority with substitution rights to the Company's Board of Directors to carry out all necessary processes and actions in connection with the implementation of the share purchase.
3. Provision of variable remuneration in the form of shares to material risk takers for the period of 2017, whose postponement period starts from 2019 to 2021 is withdrawn from the account treasury stock recorded in the Company's financial statements.

Meeting Agenda VI:

Submission of the Company's 2021 Bank Business Plan and the Company's Sustainable Finance Action Plan by the Board of Directors (no decision is made in this agenda)

Extraordinary General Meeting of Shareholders

Meeting Agenda I:

Renewal the Company's articles of association.

1. Article 16, Article 17, Article 18, Article 19, Article 20, Article 21, Article 23 and Article 29
2. Completion of the contents of the articles of association, among others by affirming the renewal of the terms banking and capital market and the improvement of writing
3. Giving power and authority to the Board of Directors of the Company to take all actions in connection with the above-mentioned decision, but not limited to, to make, sign and submit all documents and then notify the updates Company's data to the competent authority based on the prevailing laws and regulations.

1. The Implementation of dividends distribution;
   The schedule of payment of the Company's cash dividend to all shareholders is as follows :

	No			ACTIVITY			DATE
1.		The End of Share Trading Period With Dividend Right
			(Cum Dividen)
			∙ Regular & Negotiation Market		June 11, 2021
			∙ Cash Market		June 15, 2021
2.		The Beginning of Share Trading Period Without Dividend
			Right (Ex Dividen)