ANNOUNCEMENT

SUMMARY OF MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

In order to comply with the provisions of Financial Services Authority Regulation no. 15/POJK.04/2020 concerning Planning and Organizing General Meetings of Shareholders of Public Companies ("POJK No. 15"),The Board of Directors of PT Hexindo Adiperkasa Tbk ("the Company"), a public company, domiciled in East Jakarta and located Pulo Gadung Industrial Estate, Jl. Pulo Kambing II Kavaling I-II No. 33, Jatinegara, Cakung, East Jakarta hereby announces the Summary of the Minutes of the Annual General Meeting of Shareholders ("(hereinafter shall be referred to as the "Meeting") for the financial year which ended on March 31, 2023 as follows:

  1. Date, Time, Venue and Agenda
    The Meeting was held on Tuesday, 26 September 2023 at 10:21 - 11:00 WIB (Western Indonesia Time) at the Company's Head Office - Pulogadung Industrial Estate, Jalan Pulo Kambing II Kaveling I and II number 33, East Jakarta 13930, Indonesia.
    Meeting Agenda:
    1. Approval and ratification of the Company's Annual Report for the fiscal year ended March 31, 2023, which includes: the Company's Activity Report, the Board of Commissioners' Supervisory Report and Company's Financial Statement for the fiscal year ended March 31, 2023; and to give full discharge and release of responsibility (acquit et de charge) to the Board of Directors and the Board of Commissioners for their management and supervision during financial year ended March 31, 2023;
    2. Stipulation of the utilization of the Company's profit for the financial year ended on March 31, 2023;
    3. Appointment of Public Accountant and/or Public Accountant Office for the financial year April 1, 2023 until March 31, 2024;
    4. Determination of the Company's Board of Directors and Board of Commissioner's remuneration and allowances for April 1, 2023 to March 31, 2024;
    5. Approval Reappointment/ Change of the Company's Management.

II. Attendance of Board of Commissioners and Board of Directors

The Meeting were attended by the following members of Board of Commissioners and Board of Directors: Directors:

President Director

: Ir. Djonggi TP. Gultom

Director

: Yasumasa Zaizen

Director

: Nobuyasu Hagiwara

Director

: Teru Karahashi

Director

: Dwi Swasono

Director

: Yoshendri

Board of Commissioners:

President Commissioner (Commissioner Independent)

: Drs Toto Wahyudiyanto

Commissioner Independent

: Harry Danui

  1. Quorum of Attendance
    The Meeting was attended by 706,095,852 shares or equivalent to 84.059% of shareholders or the authorized proxy of shareholders with valid voting rights of the 840,000,000 shares which are all shares with valid voting rights that have been issued by the Company.

IV. Submission of Questions and/or to Give Opinion

The shareholders or the authorized proxies of the shareholders was given the opportunity to ask questions and/or opinions for each agenda item of the Meeting, but none of the shareholders and their proxies asked questions and/or opinions.

  1. Mechanism of Decision Making
    The resolution was resolved on amicable deliberation to reach mutual consensus, in the event that deliberation for consensus is not reached the decision is made by voting.

VI. Voting Results and Meeting Resolutions

A. Meeting Results

1. First Agenda:

Voting Results:

Agree

Disagree

Abstain

Total Votes Agree

705,957,752

-

138,100

706,095,852

or 99.9804%

or 0%

or 0.0196%

or 100%

RESOLUTION:

Approved and ratified the Company's Annual Report for the fiscal year ended March 31, 2023, which includes: the Company's Activity Report, the Board of Commissioners' Supervisory Report and Company's Financial Statement for the fiscal year ended March 31, 2023; and grant full release and discharge of responsibility (acquit et de charge) to the Board of Directors and the Board of Commissioners for their management and supervision during financial year ended March 31, 2023.

2. Second Agenda:

Voting Results:

Agree

Disagree

Abstain

Total Votes Agree

706,049,552

-

48,300

706,095,852

or 99.9934%

or 0%

or 0.0066%

or 100%

RESOLUTION:

  1. Approve of the Company's net profit usage for fiscal year ended on March 31, 2023;
    1. in the amount of USD41,296,031 or 80% from the net profit of the Company for fiscal year ended on March 31, 2023, distribute as cash dividend to the shareholders of the Company, so every share will obtain cash dividend in the amount of USD0.049162.
    2. The remaining net profit for fiscal year ended on March 31, 2023 booked as retained earning.
  2. Grants power of attorney and authority to the Board of Directors of the Company to do every and each action needed related to the resolution above, in accordance with the prevailing laws and regulations.

3. Third Agenda:

Voting Results:

Agree

Disagree

Abstain

Total Votes Agree

703,301,349

2,746,703

47,800

703,349,149

or 99.6042%

or 0.3890%

or 0.0068%

or 99.6110%

RESOLUTION:

  1. Approve of appointment of Public Accountant Firm Purwantono, Sungkoro & Surja as Public Accountant Firm of the Company to audit the Company's Financial Report for fiscal year ended on March 31, 2024.
  2. Grants authority to the Board of Commissioners with limitation or criteria of the Public Accountant appointment, also appoint and stipulate replacement public accounting firm if the appointed public accountant firm can not carry out their duties upon the provision of the capital market in Indonesia;
  3. Grants authority to the Board of Directors of the Company to stipulate its remuneration, terms of its appointment.

4. Fourth Agenda:

Voting Results:

Agree

Disagree

Abstain

Total Votes Agree

706,046,552

900

48,400

706,094,952

or 99.9931%

or 0.0001%

or 0.0068%

or 99.9999%

RESOLUTION:

  1. To delegate authority to the Board of Commissioners of the Company to determine the amount of remuneration and allowances of the Board of Directors of the Company in refer to Article 96 paragraph 1 and 2 of the Company Law.
  2. To give authority to the majority shareholders of the Company to determine the amount of remuneration and allowances of the Company's Board of Commissioners.

5. Fifth Agenda:

Voting Results:

Agree

Disagree

Abstain

Total Votes Agree

702,162,803

3,884,649

48,400

702,211,203

or 99.4430%

or 0.5502%

or 0.0068%

or 99.4498%

RESOLUTION:

  1. Reappointment of Mister Ir. DJONGGI TUMBUR PARNINGOTAN GULTOM as President Director, and Mister YASUMASA ZAIZEN, Mister NOBUYASU HAGIWARA, Mister TERU KARAHASHI, Mister DWI SWASONO, Mister YOSHENDRI, Mister KATSUNARI MUGISHIMA, and Mister TOSHITAKA UCHIDA, as Company's Directors as of the closing of this meeting;
  2. Accept the resignation of Mister MAKOTO SORIMACHI as the Director of the Company, with gratitude of his service and performance in the Company.
  3. Appoint Mister HIROKI MAJIMA as the Director, counted since the closing of this Meeting.
  4. Reappointment of Mister TOTO WAHYUDIYANTO as President Commissioner (Independent Commissioner) and Mister HARRY DANUI as Independent Commissioner.
  5. Determine the composition of the Board of Directors counted since the closing of this Meeting until the closing of the next Annual GMS which will be held in 2024 and Board of Commissioners of the Company until the closing of the Company's third Annual GMS which will be held in 2026, as follow:

The Board of Directors :

President Director

: Mister Ir. DJONGGI TUMBUR PARNINGOTAN GULTOM;

Director

: Mister YASUMASA ZAIZEN;

Director

: Mister NOBUYASU HAGIWARA;

Director

: Mister TERU KARAHASHI;

Director

: Mister DWI SWASONO;

Director

: Mister YOSHENDRI;

Director

: Mister KATSUNARI MUGISHIMA;

Director

: Mister HIROKI MAJIMA;

Director

: Mister TOSHITAKA UCHIDA;

The Board of Commissioners :

President Commissioner (Independent Commissioner) : Mister TOTO WAHYUDIYANTO

Independent Commissioner : Mister HARRY DANUI

  1. Grants authority and power of attorney to the Board of Directors of the Company, with substitution right, to state the resolution regarding the composition of the Board of Directors and Board of Commissioners of the Company abovementioned in a deed made before Notary, and hereinafter notify the authorized party, and do all and every necessary action related to the resolution in accordance with the prevailing laws and regulations.

VII.

Schedule and Procedures of Cash Dividend Payment

The disbursement of cash dividend is carried out with the following schedule:

No.

Description

Date

1.

Notifications of dividend payment and schedule to the Indonesia

29 September 2023

Stock Exchange (IDX) and OJK

2.

Announcement in IDX website and Company website

29 September 2023

3.

Cum Dividend in Regular and Negotiation Market

5 October 2023

4.

Ex Dividend on the Regular and Negotiation Market

6 October 2023

5.

Cum Dividend in Spot Market

9 October 2023

6.

Ex Dividend in Spot Market

10 October 2023

7.

Recording date of shareholders who entitled of Dividend

9 October 2023

Distribution

8.

Dividend Payment

27 October 2023

Procedures of the Dividend Payment is as follows:

  1. The eligible shareholders to receive dividend shall be those whose names are recorded in the List of Company's Shareholders as per 9 October 2023 at 16:00 WIB (Western Indonesia Time).
  2. Cash dividend payment shall be made from 27 October 2023 under the following terms:
    1. For the shares which are not registered yet in the collective custody of KSEI, the Company will pay dividends by means of transfer to the bank account of the relevant shareholder. Shareholders who have not informed their bank account must have sent a written notification to the Company's Shares Registrar, PT Raya Saham Registra, Gedung Plaza Sentral, second floor, Jalan Jenderal Sudirman Kav. 47-48, Jakarta 12930, in writing at the latest on 9 October 2023 at 16.00 WIB (Western Indonesia Time).
      If until 9 October 2023 at 16:00 WIB (Western Indonesia Time) the Shares Registrar does not receive the shareholders' bank account numbers, the Company shall pay the dividend after receiving the relevant shareholder's bank account information.
    2. For the shareholders who are registered in the collective custody of KSEI, payment of dividend shall be made by the Company through Kustodian Sentral Efek Indonesia which will further distribute it to the participants in which they maintain their accounts and the shareholders will receive payment from the relevant participants.
    3. For dividend payments in Rupiah currency will be paid with an equivalent value of dividends paid in US Dollars ("US Dollars") based on the middle exchange rates determined by Bank Indonesia on the Recording date of the shareholders entitled to dividends in List of Shareholders dated 9 October 2023.
    4. Tax on dividend shall be subject to the prevailing Tax Regulation.

Jakarta, 29 September 2023

PT HEXINDO ADIPERKASA TBK

Board of Directors

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PT Hexindo Adiperkasa Tbk published this content on 27 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 September 2023 14:20:17 UTC.