Matrix Amendment to theArticle of Association
MATRIX AMENDMENT TO THE ARTICLE OF ASSOCIATION
PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk
No
1.
Item
Capital
Current Article
State Gazette No. 63 dated 9 August 2011,
TBN RI No. 23552
Proposed Changes
Article 4
Article 4
1. The Company’s authorized capital amounts to twenty 1. The Company’s authorized capital amounts to twenty
trillion Rupiah (Rp.20,000,000,000,000.-), divided into
trillion Rupiah (Rp.20,000,000,000,000.-), divided into
four hundred billion (400,000,000,000) shares
eighty billion (80,000,000,000) shares consisting of
consisting of one (1) ‘A’ Dwiwarna share and three
one (1) ‘A’ Dwiwarna share and seventy-nine billion
hundred ninety-nine billion nine hundred and
nine hundred and ninety-nine million nine hundred
and ninety-nine thousand nine hundred and ninetyninety-nine million nine hundred and ninety-nine
nine (79,999,999,999) ‘B’ shares, each share having the
thousand nine hundred and ninety-nine
par value of two hundred and fifty Rupiah (Rp250.-).
(399,999,999,999) ‘B’ shares, each share having the
par value of fifty Rupiah (Rp50.-)
2. Of the aforementioned authorized capital, twenty billion
one hundred and fifty-nine million nine hundred and 2. Of the aforementioned authorized capital, one hundred
ninety-nine thousand two hundred and eighty
billion seven hundred and ninety-nine million nine
hundred and ninety-six thousand four hundred
(20,159,999,280) shares comprising one (1) ‘A’
(100,799,996,400) shares comprising one (1) ‘A’
Dwiwarna share and twenty billion one hundred and
fifty-nine million nine hundred and ninety-nine
Dwiwarna share and one hundred billion seven
thousand two hundred and seventy-nine
hundred and ninety-nine million nine hundred and
(20,159,999,279) ‘B’ shares having the aggregate par
ninety-six thousand three hundred and ninety-nine
value of five trillion thirty-nine billion nine hundred and
(100,799,996,399) ‘B’ shares having the aggregate par
ninety-nine million eight hundred and twenty thousand
value of five trillion thirty-nine billion nine hundred and
ninety-nine million eight hundred and twenty thousand
Rupiah (Rp.5,039,999,820,000.-) that have been fully
Rupiah (Rp.5,039,999,820,000.-) that have been fully
paid-up in cash have been subscribed as evident from a
deed of mine, Notary, dated the sixth day of April two
paid-up in cash have been subscribed as evident from
thousand and six (6-4-2006) number 4, which has been
a deed of mine, Notary, dated the sixth day of April two
approved by the Minister of Law and Human Rights of
thousand and six (6-4-2006) number 4, which has been
the Republic of Indonesia dated the twenty-eighth day of
approved by the Minister of Law and Human Rights of
April two thousand and six (28-4-2006) Number: Cthe Republic of Indonesia dated the twenty-eighth day
12265 HT.01.04.TH.2006.
of April two thousand and six (28-4-2006) Number: C12265 HT.01.04.TH.2006.
Explanation
With a stock split ratio of one (1) to five (5),
the Company change its par value from two
hundred fifty Rupiah (Rp.250,-) per share to
fifty Rupiah (Rp.50,-) per share, therefore the
Company’s authorized capital amount
changes from eighty billion (80,000,000,000)
share to four hundred billion
(400,000,000,000) shares, meanwhile ...
increase twenty billion one hundred and fiftynine million nine hundred and ninety-nine
thousand two hundred and eighty
(20,159,999,280) shares to one hundred
billion seven hundred and ninety-nine million
nine hundred and ninety-six thousand four
hundred (100,799,996,400) shares.
As result of the stock split, the Government’s
one (1) Series A Dwiwarna share will be split
into five (5) shares , each with a new par
value of fifty (Rp.50,-) Rupiah, subsequently:
- One (1) Series A Dwiwarna share
shall reserved as a Series A
Dwiwarna share owned by the
Government of the Republik of
Indonesia; and
- The other four (4) shares shall be
converted into four (4) Series B
shares owned by the Government of
the Republik of Indonesia.
No
2.
Item
Company’s Work
Program and
Budget
Current Article
State Gazette No. 63 dated 9 August 2011,
TBN RI No. 23552
Proposed Changes
Explanation
COMPANY’S ANNUAL WORK PROGRAM AND BUDGET
AND
PARTNERSHIP AND COMMUNITY DEVELOPMENT
PROGRAM WORK PROGRAM AND BUDGET
Article 22
COMPANY’S WORK PROGRAM AND BUDGET
Article 22
Delete “PARTNERSHIP AND COMMUNITY
DEVELOPMENT PROGRAM WORK
PROGRAM AND BUDGET” on the heading of
Article 22:
1. The Board of Directors shall prepare the Company’s 1. The Board of Directors shall prepare the Company’s
Work Program and Budget for each financial year, at
Work Program and Budget for each financial year, at
least containing:
least containing:
a. The Company’s mission, business target, business
a. The Company’s mission, business target, business
strategy, policy and work/activity program;
strategy, policy and work/activity program;
b. The Company’s budget specified in details with
b. The Company’s budget specified in details with
respect to each work/activity program budget;
respect to each work/activity program budget;
c. The financial projection of the Company and its
c. The financial projection of the Company and its
subsidiaries;
subsidiaries;
d. The utilization and/or disposal plan of fixed assets.
d. The utilization and/or disposal plan of fixed assets.
e. The work program of the Board of Commissioners.
e. The work program of the Board of Commissioners.
f. The work program and budget of the
f. Others in accordance to the applicable law
partnership and community development
included in the Company’s work program and
budget.
program.
submitted to the Board of Commissioners for approval
submitted to the Board of Commissioners for approval
Delete point f regarding the work program and
budget of the partnership and community
development program.:
Background information: On June 15 2012,
the State Minister of State-owned Enterperise
issued a Ministrial Decree Number:SK223/MBU/2012
which
revoked
SK164/MBU/2012.
As result of the revocation of SK164/MBU/2012, the Company belives that
certain changes to the Company’s Article of
Association that was made in reference to SK164/MBU/2012 during the previous
shareholder meeting on May 11, 2012 should
be reinstated .
Replace point f with “Others in accordance to
the applicable law included in the Company’s
work program and budget”.
PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk
No
1.
Item
Capital
Current Article
State Gazette No. 63 dated 9 August 2011,
TBN RI No. 23552
Proposed Changes
Article 4
Article 4
1. The Company’s authorized capital amounts to twenty 1. The Company’s authorized capital amounts to twenty
trillion Rupiah (Rp.20,000,000,000,000.-), divided into
trillion Rupiah (Rp.20,000,000,000,000.-), divided into
four hundred billion (400,000,000,000) shares
eighty billion (80,000,000,000) shares consisting of
consisting of one (1) ‘A’ Dwiwarna share and three
one (1) ‘A’ Dwiwarna share and seventy-nine billion
hundred ninety-nine billion nine hundred and
nine hundred and ninety-nine million nine hundred
and ninety-nine thousand nine hundred and ninetyninety-nine million nine hundred and ninety-nine
nine (79,999,999,999) ‘B’ shares, each share having the
thousand nine hundred and ninety-nine
par value of two hundred and fifty Rupiah (Rp250.-).
(399,999,999,999) ‘B’ shares, each share having the
par value of fifty Rupiah (Rp50.-)
2. Of the aforementioned authorized capital, twenty billion
one hundred and fifty-nine million nine hundred and 2. Of the aforementioned authorized capital, one hundred
ninety-nine thousand two hundred and eighty
billion seven hundred and ninety-nine million nine
hundred and ninety-six thousand four hundred
(20,159,999,280) shares comprising one (1) ‘A’
(100,799,996,400) shares comprising one (1) ‘A’
Dwiwarna share and twenty billion one hundred and
fifty-nine million nine hundred and ninety-nine
Dwiwarna share and one hundred billion seven
thousand two hundred and seventy-nine
hundred and ninety-nine million nine hundred and
(20,159,999,279) ‘B’ shares having the aggregate par
ninety-six thousand three hundred and ninety-nine
value of five trillion thirty-nine billion nine hundred and
(100,799,996,399) ‘B’ shares having the aggregate par
ninety-nine million eight hundred and twenty thousand
value of five trillion thirty-nine billion nine hundred and
ninety-nine million eight hundred and twenty thousand
Rupiah (Rp.5,039,999,820,000.-) that have been fully
Rupiah (Rp.5,039,999,820,000.-) that have been fully
paid-up in cash have been subscribed as evident from a
deed of mine, Notary, dated the sixth day of April two
paid-up in cash have been subscribed as evident from
thousand and six (6-4-2006) number 4, which has been
a deed of mine, Notary, dated the sixth day of April two
approved by the Minister of Law and Human Rights of
thousand and six (6-4-2006) number 4, which has been
the Republic of Indonesia dated the twenty-eighth day of
approved by the Minister of Law and Human Rights of
April two thousand and six (28-4-2006) Number: Cthe Republic of Indonesia dated the twenty-eighth day
12265 HT.01.04.TH.2006.
of April two thousand and six (28-4-2006) Number: C12265 HT.01.04.TH.2006.
Explanation
With a stock split ratio of one (1) to five (5),
the Company change its par value from two
hundred fifty Rupiah (Rp.250,-) per share to
fifty Rupiah (Rp.50,-) per share, therefore the
Company’s authorized capital amount
changes from eighty billion (80,000,000,000)
share to four hundred billion
(400,000,000,000) shares, meanwhile ...
increase twenty billion one hundred and fiftynine million nine hundred and ninety-nine
thousand two hundred and eighty
(20,159,999,280) shares to one hundred
billion seven hundred and ninety-nine million
nine hundred and ninety-six thousand four
hundred (100,799,996,400) shares.
As result of the stock split, the Government’s
one (1) Series A Dwiwarna share will be split
into five (5) shares , each with a new par
value of fifty (Rp.50,-) Rupiah, subsequently:
- One (1) Series A Dwiwarna share
shall reserved as a Series A
Dwiwarna share owned by the
Government of the Republik of
Indonesia; and
- The other four (4) shares shall be
converted into four (4) Series B
shares owned by the Government of
the Republik of Indonesia.
No
2.
Item
Company’s Work
Program and
Budget
Current Article
State Gazette No. 63 dated 9 August 2011,
TBN RI No. 23552
Proposed Changes
Explanation
COMPANY’S ANNUAL WORK PROGRAM AND BUDGET
AND
PARTNERSHIP AND COMMUNITY DEVELOPMENT
PROGRAM WORK PROGRAM AND BUDGET
Article 22
COMPANY’S WORK PROGRAM AND BUDGET
Article 22
Delete “PARTNERSHIP AND COMMUNITY
DEVELOPMENT PROGRAM WORK
PROGRAM AND BUDGET” on the heading of
Article 22:
1. The Board of Directors shall prepare the Company’s 1. The Board of Directors shall prepare the Company’s
Work Program and Budget for each financial year, at
Work Program and Budget for each financial year, at
least containing:
least containing:
a. The Company’s mission, business target, business
a. The Company’s mission, business target, business
strategy, policy and work/activity program;
strategy, policy and work/activity program;
b. The Company’s budget specified in details with
b. The Company’s budget specified in details with
respect to each work/activity program budget;
respect to each work/activity program budget;
c. The financial projection of the Company and its
c. The financial projection of the Company and its
subsidiaries;
subsidiaries;
d. The utilization and/or disposal plan of fixed assets.
d. The utilization and/or disposal plan of fixed assets.
e. The work program of the Board of Commissioners.
e. The work program of the Board of Commissioners.
f. The work program and budget of the
f. Others in accordance to the applicable law
partnership and community development
included in the Company’s work program and
budget.
program.
submitted to the Board of Commissioners for approval
submitted to the Board of Commissioners for approval
Delete point f regarding the work program and
budget of the partnership and community
development program.:
Background information: On June 15 2012,
the State Minister of State-owned Enterperise
issued a Ministrial Decree Number:SK223/MBU/2012
which
revoked
SK164/MBU/2012.
As result of the revocation of SK164/MBU/2012, the Company belives that
certain changes to the Company’s Article of
Association that was made in reference to SK164/MBU/2012 during the previous
shareholder meeting on May 11, 2012 should
be reinstated .
Replace point f with “Others in accordance to
the applicable law included in the Company’s
work program and budget”.