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PELITA SAMUDERA SHIPPING REMAINS RESILIENT TO MAINTAIN POSITIVE GROWTH AMIDST GLOBAL DYNAMICS OF 2020

 

Jakarta, March 2, 2021

Pelita Samudera Shipping (IDX:”PSSI”) reported Total Unaudited Revenues as of December 31, 2020 of USD 68.4 million (approximately IDR 0.96 trillion), or a decrease by approximately only 9% from the same period last year of US$ 75.3 million. The COVID-19 pandemic had adversely affected the overall performance of 2020, nevertheless, the Company resiliently maintained its positive growth amidst the low coal demands as well as price volatility of other global commodities.

The achievement was among others contributed by an increase in 2020 Time Charter Revenues (unaudited) by 35% to USD 13.3 million from USD 9.9 million in 2019, with the highest growth in the Tug & Barge (TNB) segment, followed by Bulk Carrier Motor Vessel (MV) and Floating Loading Facility & Floating Crane (FLF/FC).

Several new contracts and long-term contract extensions were achieved, and in total the Company has secured approximately USD 164.6 million worth of contracts. By the end of 2020, the composition of long-term contracts for FLF/FC reached 96% and 4% spot basis, TNB reached 88% for long-term contracts and 12% spot basis. On MV segment, out of 6 units, 3 units have secured long-term time charter contract and 3 units on freight charter contract (volume basis).

The realization of unaudited 2020 capital expenditure (capex) was at USD 9 million mainly disbursed for fleet docking and maintenance expenses. No additional fleet unit purchase was performed in 2020 as the Company strategy to optimize existing asset utilization amidst the weakening export and domestic markets.

Until the end of 2020, the Company fleet utilization recorded an average of 83.6% for TNB, 63.8% for FLF/FC and 83.5% for MV. Four units of MV purchased in 2019 have been all operated in 2020 and have penetrated into international market by shipping voyages to China, Taiwan, Vietnam, Singapore and the Philippines. Full utilization and almost 25% multi-cargo expansion of our MV fleet for non-coal commodities such as nickel, alumina, copper concentrate, clinker cement, silica sand, steel billet and iron products are among the target of the Company business diversification. TNB segment has also diversified into nickel transport.

While the capex for 2021 is allocated at USD 21 million which the Company plans to acquire additional 1 unit of Supramax-size MV and several units of tugboat and barge to continue exploring potential new logistics markets including non-coal.

PSSI President Director Iriawan “Älex” Ibarat stressed that in addition to the diversification strategy of transport commodities, the coal market will still be the focus for it still has excellent prospects in the future, estimated target at 70 – 80% in coal transport. The Company’s performance to continue generating profits, while maintaining a small debt ratio, is an achievement to be noted. “Although declining like other industries in general. However, the Company still generated a fairly good net profit through 2020 difficult situations with stable cash cost and Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) margin at 35%, a similar performance with 2019. The trust expressed by recognized banks in supporting our fleet assets expansion plan is also proving that the Company has shown good performance,” explained Alex.

The Revenue growth is targeted to increase by 10 – 15% in 2021 to estimated USD 75 – 80 million with asset optimization strategy, business diversification, asset expansion and increase market share to international market. Similar with 2020, Time Charter Revenue will still be the key revenue growth, besides the increase of transport volume, which in 2020 reached 24.9 million metric tons with a growth target of around 10 – 12% in 2021.

Information regarding PSSI 2020 financial position will be published after the completion of audited financial statement in March 2021.

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DOUBLE DIGIT GROWTH IN MV SEGMENT SUPPORTED PELITA SAMUDERA SHIPPING REVENUE PERFORMANCE IN 3RD QUARTER/2020

 

JAKARTA, NOVEMBER 3, 2020

 

PT Pelita Samudera Shipping Tbk (“the Company”, “PSS”, IDX code: PSSI)

Supported by a double digit growth in Mother Vessel business segment, the Company posted Total Revenue of US$51.2 million as of Q3/2020, lower by a mere 7% from Q3/2019.

The President Director of the Company, Alex Iriawan Ibarat said, “The fairly stable Revenue mainly contributed by MV volume increase of 49% to 1.2 million metric tons from the same period last year of 782 thousand metric tons. The achievement of total volume transport was at 18.8 million metric tons for TNB, FLF and MV segments as of September 30, 2020. Fixed Time Charter Revenue increased significantly by 54% to US$10.3 million from US$6.7 million. The average freight rate also increased by 12% to US$2.72 per metric ton in Q3/2020 from US$2.42 per metric ton in Q3/2019.”

PSSI succeeded in controlling the cost of revenue in a sustainable efficiency, decreased by 2% to US$40.8 million from US$41.6 million. The Company recorded EBITDA (Earnings before Interest, Tax, Depreciation and Amortization) of US$18.2 million, strengthening its EBITDA margin of 37%, a higher percentage compared to the same period of last year at 34%. The Company managed to post a Net Profit of US$4.6 million as of September 30, 2020.

Total Asset was recorded at US$149.5 million, an increase by 4% from US$143.2 million at the end of 2019. Total Equity also increased by 3% to US$91.3 million from US$88.6 million at the end of 2019. Cash and cash equivalent as of September 30, 2020 was at US$18.5 million, an increase by 440% from US$8.2 million as of December 31, 2019.

Alex further said, “The Company operational performance in the third quarter performed better despite the Covid-19 pandemic, with long-term contract composition vs spot contract at 95% vs 5% for FLF, 86% vs 14% for TNB and 55% vs 45% for MV respectively.” Extension of long-term contracts for coal and multi-cargo transportation as well as new contracts, PSSI managed to secure contract value of US$101 million as of September 2020.

Capex realization at US$4.7 million was spent at fleet repair and maintenance (docking) which was mostly carried out in the first semester of 2020, so as to catch up with the demand for transportation volume in the second semester. As part of the fleet expansion strategy, the Company plans to purchase 1 unit of the seventh MV Supramax vessel by the end of Q4/2020 or early 2021.

Alex highlighted that, “PSSI will remain focused on various cost-saving initiatives by continuing to maintain a healthy liquidity and leverage position, targeting cargo diversification besides coal transport, also pursuing international market segments.”

Information regarding PSSI Q3/2020 financial position based on Unaudited Financial Statements

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PSS SECURED LONG TERM CONTRACT

PELITA SAMUDERA SHIPPING SUCCESSFULLY SECURED LONG TERM CONTRACT WORTH US$101 MILLION 

 

JAKARTA, OCTOBER 13, 2020

PT Pelita Samudera Shipping Tbk (“the Company”, “PSS”, IDX code: PSSI)

Executing strategic initiatives amidst the pressure of Covid-19 pandemic, the Company succeeded securing long-term contract worth US$101 million as of September 2020, including new contract.

The President Director of the Company, Alex Iriawan Ibarat said, “The recent contracts award for the transportation of coal and multi-cargo worth US$30.2 million.”

The signing of long-term contract with coal miner Toba Bara Group for Tug and Barge and Floating Loading Facility segment worth US$29.6 million for coal transport in the Pendingin area, Samarinda to Muara Berau, East Kalimantan.

The achievement of a 3-year exclusive contract with 3 subsidiaries under Toba Bara Group as the major coal miners in Indonesia, PT Adimitra Baratama Nusantara, PT Trisensa Mineral Utama and PT Indomining, shows the high confidence and trust of coal business players to Company’s excellent performance in the logistics industry.

Alex further said, “The strategy for multi-cargo transport, following the achievement of a new contract award with INALUM, the largest state-owned aluminum smelter, the Company successfully secured a new contract with PT Amman Mineral Nusa Tenggara, one of the largest copper and gold miners in Indonesia. The transport of copper concentrate is from Benete, East Nusa Tenggara to Gresik, East Java using Handysize class Bulk Carrier (MV).”

Alex concluded, “MV fleet expansion which began in 2018 has proven to be strategic step to expand the Company’s market share. Apart from coal and multi-cargo transport, the Company has penetrated into international market by transporting coal to Southeast Asian region such as Vietnam and the Philippines in the midst of 2020. The Company is also focusing on delivering the highest profitability of US$101 million contract secured.”

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STRENGTHENING FLEET EXPANSION STRATEGY,

PT PELITA SAMUDERA SHIPPING TBK SECURED US$20 MILLION

TERM LOAN FACILITY FROM CITIBANK

JAKARTA, September 30, 2020

The purpose of vessel financing successfully obtained from Citibank, was the first time for an Indonesian-flagged shipping company, in recent years. This further confirms a high level of confidence from a financial institution to the Company’s business prospects and solid performance.

The President Director of the Company, Alex Iriawan Ibarat said that “MV segment volume has increased by 44% YoY and managed to secure multiple long-term contracts, gaining 16 new customers compared to 2019 and started serving international markets to Vietnam and the Philippines.” 

The Company plans to expand its multi-cargo expansion strategy by obtaining a long-term Time Charter contract. Total Time Charter Revenue as of August 31, 2020, at US$9.2 million, an increase of 64% from US$5.6 million as of August 31, 2019.

The Company posted revenue of US$45.8 million as of August 31, 2020, Alex further said that “the Company successfully strengthening its EBITDA margin (Earnings before Interest, Tax, Depreciation, and Amortization) of 38%, a higher percentage compared to the same period of last year at 35%. Average freight rates increased by 25% to US$3.0 per metric ton in 8M/20 compared to US$2.39 per metric ton in 8M/19.”

The Company was able to strengthen its positive performance with a Net Profit of US$4.3 million with a net profit margin of 9.4%.

Information regarding PSSI 8M/2020 financial position based on Unaudited Financial Statements

 

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Disclosure of Information or Material Facts

 The signing of the Term Loan Facility Agreement

  • Date of Event: 18th August 2020
  • Information Type: Signing of the Term Loan Facility Agreement
  • Description of Information:
    • Parties involved  PT Pelita Samudera Shipping Tbk and Citibank N.A Jakarta Branch
    • The total amount of the Term Loan Facility is USD 20,000,000,- with 30 months tenor.
    • Explanation, consideration, and reasons for the loan facility: To strengthen the Company’s business activities including the purchase of Bulk Carrier (MV) fleet and to increase the Company’s operating revenue
  • Impact of events, material information, or facts on, Operational Activities, Laws, Financial Conditions and Business Continuity: Term loan facility will strengthen the Company’s liquidity, increase the Company’s operational performance, and a positive impact for the Company’s business continuity. There is no material impact in the field of law, as the implementation of the agreement is in accordance with the applicable regulations.

Thus we disclose the material fact in order to comply with the provisions of the Financial Services Authority Regulation No. 31 / POJK.04 / 2015 dated 16 December 2015 concerning Disclosure of Material Information or Facts by Issuers or Public Companies.

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PSS SECURED LONG TERM CONTRACT

MV SEGMENT SUPPORTED PELITA SAMUDERA SHIPPING

REVENUE PERFORMANCE

IN FIRST SEMESTER/2020 &

SECURED LONG TERM CONTRACT

JAKARTA, JULY 28, 2020

PT Pelita Samudera Shipping Tbk (“the Company”, “PSS”, IDX code: PSSI)

Bulk Carrier (MV) fleet expansion strategy in 2019 supported the Company’s Revenue of US$35.5 million in the 1st Half/2020.

The Revenue decreased by 2% from 1H/2019, however the average freight rate was higher by 12% to US$2.63 per metric ton in 1H/2020 from US$2.34 per metric ton in 1H/2019. Four MV units purchased in 2019 were fully operated in 2020, supported a significant increase in Time Charter Revenue by 87% to US$6.6 million in 1H/ 2020 from US$3.5 million in 1H/2019.

The Company managed to post a Net Profit of US$2.2 million in 1H/2020. Total Assets of US$141.6 million at June 30, 2020 compared to US$143.2 million at December 31, 2019.

The leverage position was maintained well with Total Debt to Equity Ratio at 0.41 times in 1H/2020, a decrease from 0.59 times at 1H/2019.

Pursuing growth opportunities from multi-cargo expansion in Alumina transport, the Company successfully secured long-term contracts in 1H/2020 with total contract valued at US$19.8 million. 

The Company won a new long-term contract with INALUM, the largest state-owned aluminum smelters in Indonesia. A contract valued at almost US$3.3 million was signed in June 2020 for Alumina transport from Kendawangan in West Kalimantan to Kuala Tanjung in North Sumatra using MV Handysize class.

 INALUM’s contract award is in line with the Company’s core competency business strategy, to date MV segment has managed to transport coal and expanding to nickel, cement clinker, copper, iron sand and now alumina transport. 

Another contract update; the extension of long-term Time Charter contract was secured for 5 years for 1 unit of FLF (Floating Loading Facility) with PT Asian Bulk Logistics and 1 unit of Tugboat with PT Dian Ciptamas Agung. A contract valued at US$16.5 million for coal transshipment in Muara Pantai area, East Kalimantan.  

The composition of a long-term contracts to June 2020 for FLF segment at 94% and the remaining 6% on spot basis contracts. Tug and Barge segment comprised of a long-term contracts at 85% and 15% on spot basis contracts. 

Amid the weakening of Indonesia’s and global economic growth due to the Covid-19 pandemic, the Company gained high trust from coal and mineral players in the logistics industry. The Company will continue to pursue growth and strategy execution for business continuity by consistently improving operational excellence. 

Information regarding PSSI 1H/2020 financial position based on Unaudited Financial Statements

 

 

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Schedule and Cash Dividend Payment Information

PT PELITA SAMUDERA SHIPPING Tbk
Based in di Jakarta
(“Company”)

NOTIFICATION TO SHAREHOLDERS
PT PELITA SAMUDERA SHIPPING TBK (“COMPANY”)

Based on the result of the Annual General Meeting of Shareholders (“Meeting”) which was held on June 3, 2020, the Directors have notified the Company’s shareholders that the Company will distribute cash dividend for Fiscal Year 2019 in the amount of Rp. 5 (five Rupiah) per share stock.

The schedule for implementing Cash Dividend is as follows:

Procedure for distributing Cash Dividends:

  1. This notice is an official notification from the Company and the Company does not issue a special notification to shareholders.
  2. Cash dividends will be distributed to shareholders whose names are registered in the Company’s Register of Shareholders on June 15, 2020 or shareholders of the Company which are listed on the Sub Securities account at PT Kustodian Sentral Efek Indonesia (“KSEI”) at the close of trading on June 15 2020 (“Recording Date”).
  3. For Eligible Shareholders whose shares are included in KSEI’s collective custody, cash dividend payments will be made through KSEI and will be distributed on July 3, 2020 into the Customer’s Fund Account (RDN) in Securities Companies and / or Custodian Banks where shareholders open securities sub account. Whereas for Eligible Shareholders whose shares are not included in KSEI’s collective custody, the cash dividend payment will be transferred to the shareholder’s account.
  4. Cash Dividend Payment will be subject to tax in accordance with applicable laws and regulations. The amount of tax imposed will be borne by the Eligible Shareholders and deducted from the amount of cash dividends that will be paid to the Eligible Shareholders.
  5. For shareholders who are domestic taxpayers in the form of legal entities that have not included the Taxpayer Identification Number (NPWP), are requested to submit their NPWP to KSEI or the Securities Administration Bureau (BAE) of PT Datindo Entrycom at Jl. Hayam Wuruk No. 28, Jakarta 10120 no later than June 15, 2020 at 16:00 West Indonesia Time, without the inclusion of NPWP, cash dividends paid to the Domestic Taxpayer will be subject to a 100% higher PPh rate than the normal rate.
  6. For Eligible Shareholders who are Foreign Taxpayers whose tax deductions will use a tariff based on the Double Tax Avoidance Agreement (P3B), must meet the requirements of the Director General of Taxes Regulation No. PER-10 / PJ / 2017 concerning Procedures for Application of Double Tax Avoidance Approval by submitting record documents or DGT / SKD receipts that have been uploaded to the Directorate General of Taxes page to KSEI or BAE in accordance with KSEI rules and regulations, without the intended form, cash dividends paid will be subject to income tax article 26 of 20%.
  7. For Shareholders whose shares are held in KSEI collective custody, proof of deduction of dividend tax can be taken at the Securities Company and/or Custodian Bank where Shareholders are entitled to open their securities accounts and for Authorized Shareholders in the form of paper, proof of withholding tax can be taken at BAE.

Jakarta 8th June 2020
PT Pelita Samudera Shipping Tbk
The Director

 

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SOLID PERFORMANCE
PELITA SAMUDERA SHIPPING
TO DISTRIBUTE CASH DIVIDEND FOR SHAREHOLDERS

 

JAKARTA, JUNE 8, 2020

PT Pelita Samudera Shipping Tbk (“the Company”, “PSS”, IDX code: PSSI) has conducted Annual General Meeting of Shareholders (AGMS) and Extraordinary General Meeting of Shareholders (EGMS) in which all agenda approved by shareholders.

First, the shareholders approved 2019 Annual Report with solid performance of the Company’s Net Profit exclude Other Income has increased by 44% from 2018. The highest Revenue composition came from Tugboats and Barges (TNB) segment, followed by Floating Loading Facility (FLF) and Bulk Carrier (MV). The Company stepped into 2019 as the Year of Expansion to strengthen long-term growth with fleet expansion strategy by purchasing 4 units of MV, 2 units of Barge and 1 unit of Tugboat.

Shareholders have approved important decision on cash dividend from the use of 2019 Net Profit. Cash dividend will be paid to shareholders at IDR5 per share on July, 3rd 2020, reflecting 14% of 2019 Net Profit or US$1.9 million. 

A total of US$664k or 5% of Net Profit was set aside for the Company’s reserve funds and US$10.7 million or 81% was recorded as Retained Earnings.

In total, this cash dividend marks the fourth dividend payment since the Company became publicly listed in December 2017.

The Company has re-appointed Independent Public Accountant firm, Tanudiredja, Wibisana, Rintis and Rekan (member of Pricewaterhouse Coopers global network) to audit 2020 financial report.

Determination of salaries and benefits as well as other facilities for members of the Board of Directors and Board of Commissioners also received shareholder’s approval.

The final agenda at the annual meeting was the change in the composition of the Company’s Directors which was approved by the resignation of Mr. Setya Rahadi and Mrs. Helena Adnan from their positions as Director and Independent Director of the Company respectively.

In terms of capital structure, the Company has a well-maintained leverage position, reflected in Debt to Equity Ratio and Gearing Ratio at 0.39 times and 0.32 times as of March 31, 2020, in line with debt payments and accumulated profits. A good liquidity position reflected in the Current Ratio at 0.7 times as of March 31, 2020.

To support the Company’s plan on sustainable growth, the first agenda on the extraordinary general meeting of shareholders approved a long-term loan facility from Citibank Indonesia at US$20 million with a tenor of 2.5 years. This reflects the high confidence from financial institutions in Company’s solid performance and business prospects, as the loan facility from Citibank was granted for the first time to a shipping company in Indonesia.

As part of strategic step and sustainable business development, shareholder’s approval in the second agenda was the establishment of a subsidiary in Singapore to expand the line of business abroad, that would enable the Company penetrating into international market and to accommodate the demand in the logistics service in a more efficient and faster way.

The extraordinary meeting was concluded with the approval of the amendment to the Company’s Articles of Association to conform to Financial Services Authority (OJK) Regulation No.15/POJK.04/2020 and No.16/POJK.04/2020 related to holding of General Meeting of Shareholders of a Public Company and the electronic implementation. Part of the background of POJK 16 is to avoid delaying business decisions at the GMS, especially in the pandemic situation, at the moment the spread of Covid-19 virus in Indonesia, making it easier to administer by utilizing electronic media.

— Corporate Secretary—

 

 

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Summary AGMS & EGMS

PT PELITA SAMUDERA SHIPPING Tbk
In Jakarta
(“Company”)

NOTICE
SUMMARY OF MINUTES OF MEETING
ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

The Directors hereby announces the Annual General Meeting of Shareholders (“AGMS”) and the Extraordinary General Meeting of Shareholders (“EGMS”) of PT PELITA SAMUDERA SHIPPING Tbk., domiciled in Central Jakarta (“the Company”), which was held on Wednesday, June 03, 2020, located in IMC Logistic Centre, Astra Tower 23rd floor, Jalan Jend. Sudirman Kav.5-6, Jakarta – 10220

The AGMS was opened at 10.12 WIB and closed at 10.50 WIB.

A. The AGMS ‘agenda is as follows:

1. Approval the Company’s Annual Report, including the Directors ‘Report, the Report of the Board of Commissioners’ Supervisory and ratify the Company’s Financial Statements for the Fiscal Year 2019
2. Determination of the Utilization of the Company’s Net Profit for Financial Year 2019.
3. Appointment of a Public Accountant to Audit the Financial Statement for Financial Year 2020.
4. Determination of Salary and Allowances for Member of The Directors and Board of Commissioners of the Company.
5. Change of Composition of The Directors.

B. The AGM was attended by members of the Board of Commissioners and Directors as follows:

1. Mr. Hamid Awaluddin as Independent President Commissioner
2. Ms. Lilis Halim as Independent Commissioner
3. Mr. Iriawan Ibarat as Managing Director
4. Mr. Harry Tjhen as Director
5. Mr. Setya Rahadi as Director
6. Ms. Yolanda Watulo as Director
7. Ms. Helena Adnan as Independent Director

C. The quorum of Presence of Shareholders.

The AGMS was attended by shareholders and/or their attorney as many as 5,305,613,753 shares representing 97,94 % of the 5,417,063,153 shares which constituted all shares issued or placed by the Company, hence the provisions regarding the Meeting quorum as regulated in Article 23 paragraph 1 (a ) The Company’s Articles of Association and Article 41 paragraph 1 letter (a) of POJK No.15/POJK.04/2020 have been fulfilled.

D. Opportunities for Questions and Answers.

The shareholders and/or their attorneys present at the Meeting are given the opportunity to raise questions, opinions, proposals and/or suggestions relating to the Meeting Agenda discussed, with a mechanism of raising their hands and submitting question forms.
There are no shareholders and/or their attorneys who raise questions and/or opinions at the Meeting.

E. Decision-Making Mechanism.

The decision-making mechanism is made verbally by asking shareholders and / or their attorneys to raise their hands for those who vote to disagree and abstaining, while those who vote to agree are not asked to raise their hands. In addition, shareholders are allowed to vote through e-proxy.

The abstention vote is considered to issue the same vote as the majority vote of the shareholders who issue the vote

F. Resolutions of the AGM.

The results of decisions made through voting are as follows:
Agenda I
No one voted against or neither abstained (blank), thereby meeting in consultation for consensus, agreed to:

1. Accept and approve the Company’s Annual Report, including the Directors ‘Report, the Report of the Board of Commissioners’ Supervisory and ratify the Company’s Financial Statements for the Fiscal Year 2019

2. Approve and ratify the Company’s Financial Statements for the fiscal year 2019 which have been audited by KAP Tanudiredja, Wibisana, Rintis & Rekan according to report No. 00329/2.1025/AU.1/06/0243-3/1/III/2020 dated March 17, 2020 with a fair opinion without modification, as well as giving full release and full responsibility (volledig acquit et decharge) to all members of Directors and the Board of Commissioners for the management and supervision actions that have been carried out during the financial year 2019, as long as their actions are reflected in the Annual Report and Financial Report.

Agenda II

No one voted against or neither abstained (blank), thereby meeting in consultation for consensus, agreed to:

A. Approved the use of net income for the fiscal year 2019 of USD 13,3 million, as follows:

1. In the amount of USD 664 thousand (equivalent to IDR 9,4 billion) or 5% set aside for the Company’s reserve funds in accordance with Article 70 paragraph (1) of the Limited Liability Company Law;
2. In the amount of USD 1,9 million (equivalent to Rp. 27,1 billion) or 14% as cash dividends or in the amount of Rp. 5 (five Rupiah) per share,
3. The remaining net income for the year amounting to USD 10,7 million or 81 % is recorded as retained earnings by the Company.

B. Approve the distribution of cash dividends for the fiscal year 2019 with the following Conditions:

1. Shareholders entitled to receive cash dividends for fiscal year 2019 are shareholders whose names are registered in the Register of Shareholders on June 15, 2020.
2. Payment of cash dividends will be made no later than July 3, 2020.
3. The Directors is given the power and authority to determine matters relating to the implementation of dividend payments including but not limited to, among others, regulating the procedure for distributing cash dividends and announcing them in accordance with applicable regulations.

Agenda III

No one voted against or neither abstained (blank), thereby meeting in consultation for consensus, agreed to:

1. Approved the reappointment of Tanudiredja Public Accountant, Wibisana, Rintis & Partners (Member of Pricewaterhouse Coopers) to carry out the Audit of the Company’s Financial Statements for Fiscal Year 2020.

2. Delegate authority to the Directors and Board of Commissioners to:
a. Appoint a Public Accountant at the Public Accountant Office determined in this Meeting because the appointment of a public accountant needs to be adjusted to the evaluation results, and as long as the appointment is made subject to the criteria of the Public Accountant set forth in Company policy;
b. Establish Public Accountants and/or a Substitute Public Accountant Office if the appointed Public Accountant Office fails to continue or carry out its duties for any reason based on capital market rules and regulations; and
c. Determine the conditions, appointment requirements, and honorarium of the Substitute Public Accountant Office
.

Agenda IV

– Votes Present : 5,305,613,753
– Votes Disagree : 12,000
– Votes Abstain : –
– Total VOTES AGREE : 5,305,601,753

or representing 99.999% of the total votes present at the Meeting;
Thereby meeting with the most votes, agreed to:

Give authority to the Company’s Board of Commissioners to determine the honorarium, benefits and other facilities for members of the Company’s Board of Commissioners, as well as salary, benefits and other facilities for members of the Company’s Board of Directors, with regard to recommendations from the Company’s Nomination and Remuneration Committee.

Agenda V

No one voted against or neither abstained (blank), thereby meeting in consultation for consensus, agreed to:

1. Approve and authorize the resignation of Mr. Setya Rahadi and Mrs. Helena Adnan, each from his position as Director of the Company.
2. In connection with this, the composition of the Board of Directors and Board of Commissioners of the Company as of the closing date of this Meeting until the closing of the Annual General Meeting of Shareholders of the Company for the 2021 fiscal year to be held in 2022 becomes as follows:

THE DIRECTORS
• President Director Mr. Iriawan Ibarat
• Director Mr. Harry Tjhen
• Director Ms. Yolanda Watulo

BOARD OF COMMISSIONERS
• Independent President Commissioner Mr. Hamid Awaluddin
• Independent Commissioner Ms. Lilis Halim
• Commissioner Mr. Adi Harsono
• Commissioner Mr. Chavalit Tsao

3. Give the power and authority with the right of substitution to the Directors of the Company to take all actions related to the changes in the composition of the Company’s Directors.

The EGMS was opened at 10:56 WIB and closed at 11.15 WIB.

A. The EGMS agenda is as follows:
1. Approval of Term Loans from Citibank Indonesia in the amount of USD20 million.
2. Approval for the Establishment of a Subsidiary in Singapore.
3. Amendment to the Articles of Association to Conform to the Financial Services Authority (OJK) Rules No.15/POJK.04/2020 and No.16/POJK.04/2020.

B. The EGMS was attended by members of the Board of Commissioners and Directors as Follows:

1. Mr. Hamid Awaluddin as Independent President Commissioner
2. Ms. Lilis Halim as Independent Commissioner
3. Mr. Iriawan Ibarat as Managing Director
4. Mr. Harry Tjhen as Director
5. Ms. Yolanda Watulo as Director

C. Quorum of Presence of Shareholders.

The AGM was attended by shareholders and/or their attorney as many as 5,305,613,855 shares representing 97,94 % of the 5,417,063,153 shares which constituted all shares issued or placed by the Company, hence the provisions regarding the Meeting quorum as regulated in Article 23 paragraph 1 (a ) The Company’s Articles of Association and Article 41 paragraph 1 letter (a) of POJK No.15/POJK.04/2020 have been fulfilled.

D. Opportunities for Questions and Answers.

The shareholders and / or their attorneys present at the Meeting are given the opportunity to raise questions, opinions, proposals and / or suggestions relating to the Meeting Agenda discussed, with a mechanism of raising their hands and submitting question forms.

There are no shareholders and / or their attorneys who raise questions and/or opinions at the Meeting.

E. Decision Making Mechanisms.

The decision-making mechanism is made verbally by asking shareholders and / or their attorneys to raise their hands for those who vote disagreeing and abstaining, while those who vote agreeing are not asked to raise their hands. In addition, shareholders are allowed to vote through e-proxy.

The abstention vote is considered to issue the same vote as the majority vote of the shareholders who issue the vote.

F. Resolutions of the EGMS.

The results of decisions made through voting are as follows:
Agenda I
– Votes Present : 5,305,613,855
– Votes Disagree : –
– Votes Abstain : 235,600
– Total VOTES AGREE : 5,305,613,855
or representing 100% of the total votes present at the Meeting;

Thereby meeting with the unanimous votes, agreed to:

Give approval, authority, and power to the Directors and Board of Commissioners to take all necessary and/or required actions in connection with the process of obtaining of a Long-Term Loan Facility of USD20 million from Citibank by taking into account the provisions of the Company’s Articles of Association and applicable laws and regulations.

Agenda II

– Votes Present : 5,305,613,855
– Votes Disagree : 12,000
– Votes Abstain : 235,600
– Total VOTES AGREE : 5,305,601,855
or representing 99.999% of the total votes present at the Meeting;

Thereby meeting with the most votes, agreed to:

1. Establishment of a Subsidiary in Singapore.
2. Give the power and authority to the Directors of the Company to take all necessary actions related to the establishment of such subsidiaries while taking into account the provisions of the Company’s Articles of Association and applicable laws and regulations.

Agenda III

– Votes Present : 5,305,613,855
– Votes Disagree : –
– Votes Abstain : 235,600
– Total VOTES AGREE : 5,305,613,855
or representing 100% of the total votes present at the Meeting;

Thereby meeting with the unanimous votes, agreed to:

1. Amendment and rearrangement of the entire contents of the Company’s Articles of Association to be adjusted to POJK 15 and to carry out these actions, delegate authority and authorize the Directors to make changes and adjustments, as well as other actions, deemed necessary in order to comply with POJK 15 provisions;

2. Give approval, authority and/or power to the Board of Directors of the Company with the right of substitution to take all necessary and/or required actions in connection with the amendment and rearrangement of the Company’s Articles of Association in accordance with applicable laws and regulations, all without any being excluded.

The minutes of the AGMS and EGMS were published in a Notary dated June 03, 2020 respectively with Number 3 and Number 4.

Announcement of Summary of Minutes of Meetings is to comply with the provisions of Article 49 paragraph (1) the Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the Plans and Organization of General Meetings of Open Company Shareholders.

Jakarta, 5th June 2019

Directors of the Company

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