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PT Buana Finance Tbk : Announcement of Summary Minutes of Annual General Meeting Of Shareholders PT Buana Finance Tbk For Fiscal Year 2024

PT Buana Finance Tbk : Announcement of Summary Minutes of Annual General Meeting Of Shareholders PT Buana Finance Tbk For Fiscal Year

Pt Buana Finance TbkMay 21, 20253
PT Buana Finance Tbk : Announcement of Summary Minutes of Annual General Meeting Of Shareholders PT Buana Finance Tbk For Fiscal Year 2024

About this update from Pt Buana Finance Tbk

ANNOUNCEMENT OF SUMMARY MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS PT BUANA FINANCE TBK The Directors of PT Buana Finance Tbk (the "Company") hereby announces to the Shareholders of the Company that the Company has held the Annual General Meeting of Shareholders for Fiscal Year 2024 (the "Meeting") as follows: Meeting Day/Date : Monday, May 19, 2025 Time : 2.10 pm until 3.00 pm Western Indonesia Time Venue : Hotel Shangri-La Jakarta Jl. Jend. Sudirman Kav. 1 Jakarta Pusat Agenda of the Meeting : The approval of Company's Annual Report for the fiscal year 2024 Determination of the use of the Company's Net Profit for the fiscal year 2024 Appointment of Public Accounting Firm for the fiscal year 2025 and other appoinment requirements Determination of remuneration for the Directors and the Board of Commissioners of the Company Approval to pledge more than 50% or the Company's entire net assets Change in the management of the Company Chairperson of the Meeting The meeting was chaired by Pintaro Mulia as the Independent Commissioner of the Company Members of the Board of Commissioners and Directors who attended the Meeting Board of Commissioners : President Commissioner : Siang Hadi Widjaja Independent Commissioner : Dani Firmansjah Independent Commissioner : Pintaro Mulia Director : President Director : Yannuar Alin Director : Herman Lesmana Director : Mariana Setyadi Independent Party that Counted the Attendance of Shareholders and Ensured the Meeting Process The Company had appointed independent party, namely Securities Administration Bureau (BAE) PT EDI Indonesia to count the shareholders who were present in the Meeting, and Notary Fathiah Helmi, SH to notarize the meeting processes and results. Quorum of Attendance of Shareholders Meeting attended by 1.416.665.647 shares with valid voting rights or equal to 86,08% of the total shares having valid voting rights issued by the Company. Mechanism of Meeting Resolutions and Voting Result The Meeting's resolutions were resolved amicably. When an amicable resolution could not be reached, decision was taken by voting. The Opportunity to ask Question/Opinions The shareholders were given the opportunity to ask questions and/or give opinions regarding the Meeting Agenda. The voting results from all shares with valid voting rights present at the Meeting, including e-Proxy and e-Voting votes from the KSEI system, are as follows: Agenda Agree Disagree Abstain *) Total Agree**) Question/ Opinion First 1.416.665.647 shares or 100% - - 1.416.665.647 shares or 100% 1 Second 1.416.665.647 shares or 86,07784% - 2.100.000 shares or 0,14824% 1.416.665.647 shares or 100% - Third 1.416.665.647 shares or 100% - - 1.416.665.647 shares or 100% - Fourth 1.416.665.647 shares or 86,07784% - 2.100.000 shares or 0,14824% 1.416.665.647 shares or 100% - Fifth 1.416.665.647 shares or 86,07784% - 2.100.000 shares or 0,14824% 1.416.665.647 shares or 100% - Sixth 1.416.665.647 shares or 86,07784% - 2.100.000 shares or 0,14824% 1.416.665.647 shares or 100% - *) In accordance with POJK No.15/POJK.04/2020, abstaining votes are considered to cast the same vote as the majority of shareholders who cast their votes. **) The total abstaining votes are added to the agreeing votes, and this amount is calculated based on the KSEI system and the Company's BAE. Meeting Resolutions were as follows: First Agenda : Approve the Company's Annual Report for the fiscal year 2024, including the Company's Activity Report, Board of Commissioners' Supervisory Task Report; and ratify the Company's Financial Statement that ended on December 31, 2024, which has been audited by the Public Accounting Firm Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Rekan, based on Report number 00681/2.1133/AU.1/09/0519-2/1/III/2025, dated March 26, 2025, with the opinion present fairly in all material respects. Therefore granting release and discharge (volledig acquit et de charge) to the members of the Directors and Board of Commissioners of the Company from all responsibilities for management and supervision actions that they have carried out during the fiscal year 2024, insofar as this action is reflected in the Company's Annual Report and is not a criminal offense; Second Agenda : Approved the appropriation of net income of the Company for the fiscal year 2024 of Rp66.066.967.396,- (Sixty-six billion sixty-six million nine hundred sixty-seven thousand three hundred ninety-six rupiah). Furthermore, taking into account the Company's financial condition, the Directors deems it necessary to use the Company's net profit for the financial year 2024 as follows: Distributed as cash dividends in amount of Rp 12,-per share or a maximum total of Rp19.749.552.648,- which will be distributed proportionally to the entitled shareholders in accordance with the Register of Shareholders on June 2, 2024, at 16:00 WIB (recording date), provided that the cash dividends are tax-deductible in accordance with the applicable tax regulations. Rp1,000,000,000.- is determined and recorded as a reserve to fulfill the provisions of article 70 of the Law on Limited Liability Companies and Article 23 point 1 of the Company's Articles of Association; and The remaining determined and recorded as retained earnings. Approved the granting of power and authority to the Directors of the Company with the right of substitution to take all actions in carrying out the cash dividend payments to each shareholder, including but not limited to changing the schedule and procedure for the distribution of the dividends mentioned above. Third Agenda : Approved the appointment of the Public Accountant Darmenta Pinem S.E,CPA and Public Accounting Firm (KAP) Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Partners as the Public Accounting Firm that will audit the the Company's Financial Statement for the Fiscal Year 2025; and approved the Granting of Authority and Power to the Company's Board of Commissioners to determine the Audit Fees and other requirements for the Public Accountant and/or Public Accounting Firm, as well as appointing the Public Accountant and/or Substitute Public Accounting Firm in the case of the Public Accounting Firm (KAP) Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Partners for whatever reason, were unable to complete the Audit of the Company's Financial Statements for the Fiscal Year 2025. Fourth Agenda : Approved to determine remuneration of members of the Company's Board of Commissioners with a maximum of Rp 5,000,000,000.- gross per year and giving authority and power to the Board of Commissioners to determine the distribution ; Approved to grant power and authority to the Board of Commissioners of the Company to determine the amount of remuneration for each member of the Company's Directors. Fifth Agenda : Approved the Company to guarantee more than 50% or all of the Company's net assets to obtain loans facilities that will be received by the Company from bank, venture capital companies, finance companies, or infrastructure financing companies, both locally and abroad, on loans accepted directly by the Company or Controlled Company; with due observance of the terms and conditions in the prevailing laws, particularly the Capital Market Regulations. Approved giving authority and power to the Board of Commissioners of the Company to determine the amount of loans to be received by the Company; Approved to grant authority and power to the Directors of the Company with the right of substitution, to carry out all and every legal action required related to the transaction as referred to in number 1, with due observance of the terms and conditions in the prevailing laws, particularly the Capital Market Regulations. Sixth Agenda : Approve the resignation of: Mr. Dani Firmansjah as Independent Commissioner; and Mr. Pintaro Mulia as Independent Commissioner. Effective as of the closing of this Meeting. Approve the reappointment of all members of the Company's Directors, namely: Mr. Yannuar Alin as President Director Mr. Herman Lesmana as Director Mrs. Mariana Setyadi as Director effective as of the closing of this Meeting, until the closing of the Company's Annual General Meeting of Shareholders to be held in 2028. Approve the appointment of Mr. Ho Lioeng Min as the Company's Independent Commissioner to continue the remaining term of office as Independent Commissioner, effective upon approval from the Financial Services Authority and until the closing of the Company's Annual General Meeting of Shareholders to be held in 2026. Thus, the composition of the Company's Board of Commissioners and Directors is as follows: Board of Commissioners: President Commissioner : Mr. Siang Hadi Widjaja Commissioner : Mr. DR. Tjan Soen Eng Independent Commissioner : Mr. Ho Lioeng Min (effective upon approval from the Financial Services Authority) Directors: President Director : Mr. Yannuar Alin Director : Mr. Herman Lesmana Director : Mrs. Mariana Setyadi Approve the granting of authority to the Company's Directors to formally restate this Meeting's resolutions in a separate Notarial deed, notify the Ministry of Law of the Republic of Indonesia and/or the relevant authorities, and undertake all necessary actions in accordance with applicable laws and regulations in Indonesia.

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