PT BFI FINANCE INDONESIA Tbk Domiciled in South Tangerang (“Company”)


ANNOUNCEMENT OF RESOLUTIONS OF THE EXTRAORDINARY

GENERAL MEETINGS OF SHAREHOLDERS

 

The Extraordinary General Meeting of Shareholders (“EGMS” or “Meeting”) of the Company was convened on Thursday, January 30, 2025, at BFI Tower, Sunburst CBD Lot 1.2, Jl. Kapt. Soebijanto Djojohadikusumo, BSD City, Tangerang Selatan.

 

The Summary of the Minutes of Meeting are as follows:

  1. Attending Members of the Board of Commissioners and Board of Directors of the Company

    The EGMS was attended by the Company’s Board of Commissioners and Board of Directors.

    Board of Commissioners:

    1. Kusmayanto Kadiman President Commissioner
    2. Johanes Sutrisno Independent Commissioner
    3. Alfonso Napitupulu   Independent Commissioner
    4. Sunata Tjiterosampurno Commissioner

     

    Board of Directors:

    1. Francis Lay Sioe Ho President Director
    2. Sutadi Director
    3. Sudjono Director
    4. Andrew Adiwijanto Director
    5. Goklas Director

     

  2. Quorum of the Attending Shareholders

    The EGMS was attended by shareholders and/or their proxies with valid voting rights representing 12,289,106,070 shares or 81.7128% of the total 15,039,383,620 shares after deducting the share buyback by the Company amounting to 927,732,000 shares (Treasury Stock), in accordance with the Register of the Company Shareholders as of January 3, 2025, at 16:00 hours Western Indonesia Time.

     

  3. Opportunity of Question and Answer

    In the agenda of the EGMS, the shareholders present were given the opportunity to raise questions and/or express their opinions with regard the matter being discussed. There was no shareholder raised a question at the EGMS.

     

  4. Mechanism of the Resolutions Adoption

    The decision in the agenda of the EGMS was taken by voting.

     

  5. Resolutions of the EGMS
    1. To accept and ratify the resignation of Francis Lay Sioe Ho from his position as President Director which will be effective as of the closing of this Meeting;
    2. To accept and ratify the resignation of Andrew Adiwijanto from his position as Director which will be effective as of the closing of this Meeting;
    3. To approve the appointment of Francis Lay Sioe Ho as President Commissioner of the Company, replacing Kusmayanto Kadiman, with an effective term of office of at least 6 (six) months from the closing of this Meeting and after obtaining Approval from the relevant Regulator until the closing of the next 3rd (third) AGMS after 2025. In the event that Approval from the relevant Regulator is obtained more than 6 (six) months from the closing of this Meeting, then the said appointment will be effective as of the date of Approval from the relevant Regulator, until the closing of the next 3rd (third) AGMS after 2025. The term of office of Kusmayanto Kadiman as President Commissioner will end after Francis Lay Sioe Ho effectively serves as President Commissioner;
    4. To approve the appointment of Sutadi as President Director of the Company replacing Francis Lay Sioe Ho for an effective term of office since the closing of this Meeting and after obtaining Approval from the relevant Regulator, until the closing of the Company's 3rd (third) AGMS after 2025. As long as Approval from the relevant Regulator has not been obtained, Sutadi will remain as Director of the Company and will also serve as Interim President Director of the Company, and if his appointment as President Director of the Company is not approved by the relevant Regulator, Sutadi will remain as Director of the Company, with a term of office in accordance with his appointment as President Director of the Company, namely until the closing of the Company's 3rd (third) Annual GMS after 2025;
    5. To approve the reappointment of Sunata Tjiterosampurno as Commissioner of the Company, with an effective term of office starting from the closing of this Meeting up to the closing of the next 3rd (third) AGMS of the Company after 2025;
    6. To establish the composition of the members of the Company’s Board of Directors, Board of Commissioners, and Sharia Supervisory Board as of the closing of this Meeting up to the closing of the Company’s AGMS in accordance with their respective terms of office, as follows:

       

      BOARD OF COMMISSIONERS

      President Commissioner : Kusmayanto Kadiman* (2025)
      President Commissioner : Francis Lay Sioe Ho** (2025–2028)
      Independent Commissioner : Johanes Sutrisno (2021–2026)
      Independent Commissioner : Alfonso Napitupulu (2021–2026)
      Commissioner : Sunata Tjiterosampurno (2025–2028)
      Commissioner : Saurabh Narayan Agarwal (2023–2028)

       

      BOARD OF DIRECTORS

      President Director : Sutadi*** (2025–2028)
      Director : Sudjono (2024–2027)
      Director : Goklas (2024–2027)

       

      * The term of office ends at the effective date of the appointment of Francis Lay Sioe Ho as President Commissioner of the Company

      ** Effective as soon as 6 (six) months since the closing of this Meeting and after obtaining Approval from the relevant Regulator. In the event that Approval from the relevant Regulator is obtained more than 6 (six) months since the closing of this Meeting, then the appointment will be effective as of the date of Approval from the relevant Regulator.

      *** Effective after obtaining Approval from the relevant Regulator and remaining in office as Director of the Company and also concurrently serving as Interim President Director of the Company

       

      SHARIA SUPERVISORY BOARD

      Chairman : Asrori S. Karni (2022–2027)
      Member : Helda Rahmi Sina (2022–2027)

       

    7. To grant power and authority to the Company’s Board of Directors with substitution rights to declare changes to the members of the Board of Directors and or the Board of Commissioners in a separate notarial deed and arrange a notification and a registration to relevant authorities, as well as perform all necessary actions in accordance with the prevailing legislation in connection with the Meeting agenda resolutions.

 

Basis for the Resolutions Reached in the First Agenda: 

Votes: Affirmative – 11,596,735,570 (94.36598158%); Abstain – 127,130,200 (1.0344951%); Objection – 565,240,230 (4.59952332%)

 

Tangerang Selatan, February 3, 2025

PT BFI Finance Indonesia Tbk

Board of Directors