In order to comply with the provisions of Article 49 of the Financial Service Authority Regulation No. 15/POJK.04/2020 regarding the Plan and Implementation of General Meeting of Shareholders for an Issuer or Public Company, Board of Directors of PT Perusahaan Gas Negara Tbk (the "Company") hereby announces Minutes Summary of the Extraordinary General Meeting of Shareholders of the Company held on August 27th, 2025 at 19.46 WIB at Auditorium Graha PGAS, Lantai 2, Jl. KH. Zainul Arifin No. 20, West Jakarta, 11140 (the "Meeting"), as follows:
Members of Board of Directors and Board of Commissioners who attended the Meeting:President Director | : | Arief Setiawan Handoko |
Director of Finance | : | Fadjar Harianto Widodo |
Director of Commercial | : | Ratih Esti Prihatini |
Director of Strategy and Business Development and concurrently serving as PTH Director of Infrastructure and Technology | : | Rosa Permata Sari |
Director of Risk Management | : | Arief Kurnia Risdianto |
Director of HR and Business Support | : | Rachmat Hutama |
President Commissioner and Independent Commissioner | : | Amien Sunaryadi |
Commissioner | : | Warih Sadono |
Independent Commissioner | : | Abdullah Aufa Fuad |
Independent Commissioner | : | Tony Setia Boedi Hoesodo |
Independent Commissioner | : | Christian H. Siboro |
Independent Commissioner | : | Dini Shanti Purwono |
The Meeting was represented by 18.634.197.885 of shares including Series A Dwiwarna Shares, with legal vote rights or equal to 76,8689709% of total shares with legal vote rights which have been issued by the Company.
Rules of the Meeting:The meeting was chaired by the President Commissioner and Independent Commissioner based on the letter of appointment of the Board of Commissioners No. Kep-16/D-KOM/2025 dated July 25th, 2025.
In any discussion of the agenda of the Meeting, the Shareholders are given the opportunity to ask questions in accordance with the agenda of the Meeting.
The mechanism of decision making in the Meeting was adopted in a mutual deliberation basis for consensus. In case a mutual deliberation for consensus failed to reach a decision, the resolutions of the Meeting were adopted by voting. The Company has appointed the independent parties namely Securities Administration Bureau PT Datindo Entrycom and Notary Office of Ir. Nanette Cahyanie Handari Adi Warsito, SH to count and/or validate the votes of the Meeting.
The Meeting Resolution is as follows:
Agenda | Changes in the Composition of the Company's Management. | ||
Number of Shareholders who Ask Questions | There were no questions from Shareholders. | ||
The result of the decision making | Affirmative Votes | Abstain Votes | Disapproving Votes |
14.062.836.823 votes (75,4678946%) | 468.053.313 votes (2,5117975%) | 4.103.307.749 votes (22,0203079%) | |
Resolution
Affirmed the honorable dismissal of Mr. Harry Budi Sidharta from his position as Director of Infrastructure and Technology of the Company, effective as of July 4, 2025.
Honorably discharge the member the Board of Directors and Board of Commissioners of the Company, as follows:
a.
Mr. Arief Setiawan Handoko
as
President Director
b.
Mr. Fadjar Harianto Widodo
as
Director of Finance
c.
Ms. Ratih Esti Prihatini
as
Director of Commerce
d.
Mrs. Rosa Permata Sari
as
Director of Strategy and Business
Development
e.
Mr. Amien Sunaryadi
as
President Commissioner and Independent
Commissioner
f.
Mr. Warih Sadono
as
Commissioner
g.
Mr. Abdullah Aufa Fuad
as
Independent Commissioner
h.
Mr. Christian H. Siboro
as
Independent Commissioner
i
Mrs. Dini Shanti Purwono
as
Independent Commissioner
Reassignment of duties of the members of the Company's Board of Directors and Board of Commissioners, as follows:
No.
Name
Formerly
Reassigned as
1.
Arief Kurnia Risdianto
Director of Risk
Management
President Director
2.
Tony Setia Boedi Hoesodo
Independent Commissioner
President Commissioner concurrently serving as
Independent Commissioner
with a term of office continuing the remaining period of each appointment as stipulated in the respective General Meeting of Shareholders Resolutions.
To appoint the members of the Company's Board of Directors and Board of Commissioners as follows:
a.
Mr. Hery Murahmanta
as
Director of Infrastructure and Technology
b.
Mr. Catur Dermawan
as
Director of Finance
c.
Mr. Mirza Mahendra
as
Director of Strategy and Business
Development
d.
Mr. Aldiansyah Idham
as
Director of Commerce
e.
Mr. Eri Surya Kelana
as
Director of Risk Management
f.
Mr. Edward Omar Sharif Hiariej
as
Commissioner
g.
Mr. Rambe Kamarulzaman
as
Commissioner
h.
Mr. Thanon Aria Dewangga
as
Commissioner
i
Ms. Conny Lolyta Rumondor
as
Independent Commissioner
j.
Mr. Widjono Hardjanto
as
Independent Commissioner
The term of office of the members of the Board of Directors and Board of Commissioners appointed as referred to in item 4 shall be in accordance with the provisions of the Company's Articles of Association, without prejudice to the right of the General Meeting of Shareholders to dismiss them at any time.
For members of the Board of Directors and Board of Commissioners who are appointed as referred to in number 4 and are still serving in other positions that are prohibited by laws and regulations from being held concurrently with the position of Board of Directors and Board of Commissioners of a State-Owned Enterprise Subsidiary, the person concerned must resign or be dismissed from said position.
Confirmation of dismissal, termination, reassignment of duties, and appointment of the members of the Company's Board of Directors and Board of Commissioners as referred to in number 1, number 2, number 3 and number 4, to be determined in the Company's Extraordinary General Meeting of Shareholders (EGMS), with due observance of the provisions of the Company's Articles of Association and applicable laws and regulations.
8. The results of the EGMS determination regarding the dismissal, termination, reassignment of duties, and appointment of the members of the Company's Board of Director and Board of Commissioners as referred to in number 7 must be submitted to the Ministry of SOEs through the data update of the Ministry of SOEs' HC Portal as regulated in Article 54 paragraph (4) of the Regulation of the Minister of SOEs No. PER-3/MBU/03/2023 concerning Organs and Human Resources of State-Owned Enterprises, no later than 5 (five) working days after the EGMS is held.
In relation to the resolution of the Meeting agenda item as mentioned above and pursuant to Article 94 paragraph (6) jo. Article 111 paragraph (6) of Law Number 40 of 2007 concerning Limited Liability Companies, the composition of the Board of Directors and the Board of Commissioners of the Company, effective as of the closing of the Meeting, is as follows:
President Director : Arief Kurnia Risdianto
Director of Finance : Catur Dermawan
Director of Commerce : Aldiansyah Idham
Director of Strategy and Business Development : Mirza Mahendra
Director of Infrastructure and Technology : Hery Murahmanta
Director of Risk Management : Eri Surya Kelana
Direktur HR and Business Support : Rachmat Hutama
President Commissioner concurrently serving as Independent Commissioner : Tony Setia Boedi Hoesodo Commissioner : Edward Omar Sharif Hiariej
Commissioner : Rambe Kamarulzaman
Commissioner : Thanon Aria Dewangga
Independent Commissioner : Conny Lolyta Rumondor
Independent Commissioner : Widjono Hardjanto
Jakarta, August 28th, 2025PT Perusahaan Gas Negara Tbk The Board of Directors
