SUMMONS TO THE ANNUAL AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS PT BFI FINANCE INDONESIA Tbk (“the Company”)

The Board of Directors hereby invites Shareholders of the Company (“the Shareholders”) to attend the Annual General Meeting of Shareholders (“AGMS”) and the Extraordinary General Meeting of Shareholders (“EGMS”) which will be held on:

Agenda of General Meeting of Shareholders is as follows:

1. Annual General Meeting of Shareholders:
   1. 1. The Company's Annual Report for the financial year ended on December 31, 2024, including the duty and supervisory report of the Company’s Board of Commissioners for the financial year ended on December 31, 2024; and
      2. Ratification of the Company's Financial Statements for the financial year ended on December 31, 2024.

      Explanation:

      It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and regulations issued by Financial Services Authority (OJK Regulations).

      The Annual Report 2024 can be downloaded in here.

   2. The stipulation of the use of the Company’s net profit for the fiscal year 2024.

      Explanation:

      It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

      The Company will propose a dividend distribution for the financial year ended on December 31, 2024.

       

   3. Appointment of Public Accountant Office to audit the Company's Financial Statements for the fiscal year 2025.

      Explanation:

      It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

      
      The Company will select a public accountant and/or public accounting firm in accordance with the criteria as stipulated in the prevailing laws and regulations which will audit the Company's financial statements for the financial year ended on 31 December 2025.

       

   4. Granting the power and authority to the Company’s Board of Commissioners to act on behalf of the General Meeting of Shareholders in terms of determining the distribution of duties and authorities of the Board of Directors as well as determining the remuneration for members of the Board of Directors and the Board of Commissioners.

      Explanation:

      It is a routine agenda in a Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

       

      In accordance with Article 96 paragraph (1) of the Company Law, it is stated that the amount of salary and allowances for the Board of Directors is determined based on the resolution of the GMS and that authority based on Article 96 paragraph (2) can be delegated to the Board of Commissioners and based on Article 113 of the Company Law stipulates that the provisions regarding the amount of salary or honorarium and allowances for members of the Board of Commissioners are determined by the GMS.

       

   5. Report on the use of proceeds from the Company’s Public Offering.

      Explanation:

      It accordance with article 6 paragraph (1) of the Financial Services Authority Regulation Number 30/POJK.04/2015 concerning Realization Report of the Use of Proceeds from Public Offering. Approval is not required for this agenda because it is only a report on the Realization of the Use of Proceeds from the Public Offering.

       

2. Extraordinary General Meeting of Shareholders:

   Explanation:

   1. Approval to transfer the Company's assets and/or provide collateral for debts of the Company's assets which constitute more than 50% (fifty percent) of the Company's total net assets in 1 (one) or more transactions, whether related to each other or not which occur in period of 1 (one) financial year or more, including in order to obtain loans from Banks and non-Banks, issue Bonds and Medium Term Notes (MTN), carry out financing collaborations with Banks and non-Banks, securitization and obtain loans from various other funding sources in the Company's normal business activities including for the purposes of a Continuous Public Offering of Shelf Registration Bonds in the 2025 Fiscal Year.

      Explanation:

      Approval in such agenda is in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

      Currently, almost all loans received by the Company from third parties include banking in the form of term loans, working capital loans, issuance of bonds and issuance of Medium-Term Notes (MTN) as well as sales / transfer of receivables, channeling and joint financing requires collateral, especially receivables and fixed assets owned by the Company.

      In accordance with the provisions in Article 15 paragraph 4 (a) of the Company's Articles of Association, to transfer the assets of the Company and / or guarantee more than 50% (fifty percent) of the total net assets of the Company in 1 (one) transaction or more, whether related to one another other or not, which occurs within a period of 1 (one) financial year or more in the normal business activities of the Company, the approval of the GMS is required.

       

   2. Approval of The Changes In The Management Composition of The Company.

      Explanation:

      In this agenda, the following will be discussed:

      - Approval of the appointment of Tan Rudy Eddywidjaja as Director of the Company

      - Approval of the appointment of Iwan as Director of the Company

       

      Furthermore, the resume of the candidate Director can be seen on the Company's website (www.bfi.co.id). The change in the composition of the Company's Management takes into account the proposal from the Company's Nomination and Remuneration Committee and is implemented in accordance with the provisions of the Company's Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

   3. Approval of Amendments to the Company's Articles of Association.

      Explanation:

      1. Reduction of the Company's issued and paid-up capital by withdrawing all shares that have been bought back by the Company (treasury shares) which results in a change to the Company's Articles of Association, Article 4 paragraph (2). Based on Company Law No. 40 of 2007 concerning Limited Liability Companies as amended from time to time and OJK Regulation No. 29 of 2023 concerning Buyback of Shares Issued by Public Companies (“POJK 29/2023”), where in accordance with the provisions of Article 21 letter b of POJK 29/2023, shares resulting from the buyback can be transferred by being withdrawn through a reduction in capital. Reduction of the Company's issued and paid-up capital by withdrawing the Company's treasury shares must obtain the approval of the Company's shareholders. The Company intends to seek approval from the shareholders in the EGMS regarding the Company's Capital Reduction plan by withdrawing all of the Company's treasury shares originating from shares bought back by the Company and recorded as of December 31, 2024 amounting to 927,732,000 Shares. Reduction of paid-in capital by withdrawing all of the Company's treasury shares does not cause a reduction in the Company's Equity Balance, but only adjusts the items in the Company's Equity section. If this capital reduction is implemented, the number of shares issued by the Company will be reduced by 5.81% (five point eighty one percent).
      2. Adjustment of Article 15 paragraph 3 letter (b) of the Company's Articles of Association, namely the addition of several words to the sentence “providing debt guarantees or liabilities for the benefit of a person, legal entity or company except for debt guarantees or liabilities for the benefit of a person, legal entity or company provided including but not limited to in the context of issuing bonds, medium term notes or other debt instruments, loans to government institutions, banks, non-bank financial industries, institutions, and/or other business entities or other third parties, domestic or foreign, in one or more transactions, whether related to each other or not in one or financial years, with due observance of the provisions of the Company's Articles of Association and the prevailing laws and regulations as long as the term of the loan either provided by government institutions, banks, non-bank financial industries, institutions, and/or other business entities or other third parties, domestic or foreign, the term of the bonds, the term of the medium term notes or seeking funds from third parties, or as long as the Company's debts arising from loans from government institutions, banks, non-bank financial industries, institutions, and/or other business entities or other third parties, domestic or foreign, and/or the bonds and/or medium term notes mentioned above have not been paid off
      3. Amendment to Article 21 paragraph 8 of the Company's Articles of Association which is adjusted to Article 20 paragraph 1 of POJK 14/2022 concerning Submission of Periodic Financial Reports of Issuers or Public Companies whose securities are listed on the Stock Exchange are no longer required to announce Periodic Financial Statements through Indonesian-language Daily Newspapers with national circulation but only through the Stock Exchange website.

NOTES:

1. The Company does not send special invitations to the Company's Shareholders. This summons is an official invitation for the Company's Shareholders and can also be seen on the Company's website (www.bfi.co.id). 
2. In order to facilitate an orderly Meeting, the shareholders or their attorneys are kindly requested to arrive at the Meeting at the latest by 01:30 p.m. Western Indonesia Time.
3. The 2023 Annual Report of the Company and curriculum vitae of the Company's Commissioners are available on the Company's website (https://www.bfi.co.id). Shareholders can also obtain these documents, which will be available from the date of this notice until Thursday, 8 May, 2025 at 01:30 p.m. Western Indonesia Time by submitting a written request to the Company through email (corsec@bfi.co.id) to the Company.
4. Shareholders who are entitled to attend or be represented at the AGMS and EGMS, are shareholders whose names are registered in the Register of Shareholders of the Company at the close of trading on the Stock Exchange on 14 April 2025, at 04:00 p.m. Western Indonesia Time.

5. The Company urges Shareholders to attend electronically or perform electronic power of attorney (e-Proxy) through the eASY.KSEI application by taking into account the following matters:

   1. Shareholders of the Company who can use the eASY.KSEI application are shareholders whose shares are kept in KSEI collective custody;

   2. The Company's Shareholders must first be registered in the KSEI Securities Ownership reference facility ("AKSes KSEI"), For Shareholders who have not been registered, please register first through the website https://akses.ksei.co.id
   3. In order to be able to use the eASY.KSEI application, Shareholders can access the eASY.KSEI menu, the eASY.KSEI Login sub-menu which is located in the KSEI AKSes facility https://akses.ksei.co.id. Guidelines for registration, use and further explanation regarding the eASY.KSEI application (e-Proxy and e-voting) can be seen on the website http://akses.ksei.co.id 
   4. Shareholders of the Company can declare their presence electronically until May 7, 2025 at 12.00 p.m. Western Indonesia Time ("Deadline for Declaration of Attendance"), and cast their votes via eASY.KSEI from the date of this Invitation until the Deadline for Declaration of Attendance.
6. For the Company's Shareholders in the form of letters/scripts, the Company prepares a Conventional Power of Attorney which can be downloaded through the Company's website.

   1. A power of attorney that has been completed and signed along with supporting documents can be sent a scanned copy via email to rsrbae@registra.co.id and email to corsec@bfi.co.id. The original power of attorney must be sent by registered letter to the Company's Securities Administration Bureau (“BAE”), namely PT Raya Saham Registra, no later than May 7, 2025 at 1.30 p.m. Western Indonesia Time, at the following address:

      PT Raya Saham Registra

       Plaza Sentral Building 2 ^nd Floor

      Jl. Jend. Sudirman 47-48

      Karet Semanggi

      Jakarta 12930

   2. Director, members of the Board of Commissioners or employees of the Company can act as proxy for shareholders with a conventional power of attorney at the Annual GMS and Extraordinary GMS, but the votes cast as proxy are not counted in voting during the Annual GMS and Extraordinary GMS.

7. Shareholders or their proxies who will attend the Meeting must show their Identity Cards.

   1. Shareholders of the Company in the form of legal entity are required to submit a photocopy of the latest articles of association and notarial deed regarding the appointment of member of the board of commissioners and directors or management who are still in office at the Meeting, to the registration officer at the registration site before entering the Meeting room.

   2. Shareholders who shares are registered in collective custody at PT Kustodian Sentral Efek Indonesia (“KSEI”), or their proxies, are required to provide a Written Confirmation for the Meeting or KTUR the registration officer.

       

8. One Share entitles its holder to cast 1 (one) vote. If a shareholder has more than 1 (one) share, the vote cast apply to all the shares he owns.

South Tangerang, 15 April 2025

Board of Directors