PT Kimia Farma Tbk : Resolution of Extraordinary AGMS Year 2023

ANNOUNCEMENT

SUMMARY OF MINUTES OF EXTRAORDINARY GENERAL MEETING OF

SHAREHOLDERS

PT KIMIA FARMA Tbk

The Board of Directors of PT Kimia Farma Tbk (hereinafter referred to as the "Company"), having its domicile in Central Jakarta, hereby announces that the Company has convened the Extraodinary General Meeting of Shareholders (hereinafter referred to as the "Meeting") on:

Day/Date	: Friday, October 13, 2023
Time	:	11.23 Western Indonesia Time (WIB) - 14.47 WIB
Venue	:	Kimia Farma Corporate University
		Jalan Cipinang Cempedak I No. 36,
		Jatinegara, Jakarta Timur.

The Meeting was chaired by Mr. Fachmi Idris as President Commissioner of the Company based on the resolution of the Board of Commissioners Number: KEP-009/KOM-KF/X/2023 dated October 6, 2023, concerning the Appointment of Chairman of the Extraordinary Shareholders Meeting of the Company PT Kimia Farma Tbk.

1. Attendance of Board of Commissioners and Board of Directors
   The Meeting was physically attended by 4 (four) members of the Board of Commissioners and
   6 (six) members of the Board of Directors as follows:

Board of Commissioners	Board of Directors
President	Mr. Fachmi Idris	President Director	Mr. David Utama
Commissioner
Commissioner	Mr. Dwi Ary Purnomo	Financial & Risk	Mrs. Lina Sari
		Management
		Director
Commissioner	Mr. Rendi Witular	Commercial	Mrs. Chairani
		Director	Harahap
Independent	Mr. Musthofa Fauzi	Director of Human	Mr. Dharma
Commissioner		Resources	Syahputra
		Production and	Mr. Andi Prazos
		Supply Chain
		Director
		Director of	Mrs. Jasmine
		Portfolio, Product,	Karsono
		and Service

Members of the Board of Commissioners who attended electronically (online): Mr. Wiku Adisasmito, as Commissioner of the Company.

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1. Attendance of the Shareholders
   Shareholders attended the Meeting and/or Shareholders' proxies physically (offline), electronically (online), or by Shareholders who provided power of attorney via the eASY.KSEI e-Proxy, all of whom represent 5.248.270.300 (five billion two hundred forty-eightmillion two hundred seventy thousand three hundred) shares, including shares Series A Dwiwarna or represents 94,3528605% of 5,562,385,995 (five billion five hundred sixty-two million three hundred eighty-five thousand nine hundred ninety-five) shares, which is the total number of shares with valid voting rights issued by the Company up to the day of the Meeting, consisting of:
2. • 1 (one) series A Dwiwarna share; and
   • 5.562.385.994 (five billion five hundred sixty-two million three hundred eighty-five thousand nine hundred ninety-four) series B shares.

with a nominal value of IDR 100,- (one hundred Rupiah), which is the total number of shares that have been issued by the Company up to the day of the Meeting.

1. Meeting Agendas's Brief Explanation:
   1. Report on the Implementation of the Mandatory Convertible Bonds (OWK) Conversion into shares to increase the Company's capital, as well as approval for the granting of authority to the Company's Board of Commissioners to state the amount of the increase in issued and paid-up capital.
   Brief description:
   Referring to Article 41 paragraph (1) and (2) Law Number 40 of 2007 concerning Limited Liability Company:
2. 1. The increase of the Company's capital shall be conducted based on the approval of the GMS.
   2. The GMS may transfer the authority to the Board of Commissioners to approve the

implementation of the GMS resolution as referred to in paragraph (1) for a period of not more than 1 (one) year.

In connection with the above provisions, the GMS gives approval to the Company's Board of Commissioners including but not limited to:

1. State the number of shares issued to implement the OWK conversion; And
2. State the amount of the increase in issued and paid-up capital after the increase of Capital through Pre-emptive Rights (PMHMETD) has been completed based on Article 4 paragraph (2) and paragraph (3) of the Company's Articles of Association.

2. Amendments to the Article of Association of the Company. Brief description:

1. Adjustments to the periodic submission of Financial Reports to the Capital Market Authority in accordance with the Financial Services Authority Regulation (POJK) Number 14/POJK.04/2022 concerning Submission of Periodic Financial Reports of Issuers or Public Companies.

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1. Increasing the shareholder parenting function in the Company.

3. Changes in the Company's Management.

1. Brief description:

   As a follow-up to the appointment of Mr. Rahmat Hidayat Pulungan as Independent Commissioner at PT Bukit Asam Tbk, we hereby convey:

   - Decision of the Sixth Agenda of the Annual General Meeting of Shareholders for the Fiscal Year 2022 of PT Kimia Farma Tbk, confirming the Affirmation on the Implementation of the Regulation of the Minister of State-Owned Enterprises of the Republic of Indonesia Number PER-3/MBU/03/2023 concerning the Organs and Human Resources of State-Owned Enterprises and its amendments later.

   - Article 73 paragraph (1) of the Regulation of State-Owned Enterprises of the Republic of Indonesia Number PER-3/MBU/03/2023 concerning the organs and Human Resources of State-Owned Enterprises contains that Members of the Board of Commissioners are prohibited from holding concurrent positions as Members of the Board of Commissioners of other companies, unless based on a special assignment from the Minister.

   - Article 3 paragraph (1) of the Financial Services Authority Regulation (POJK) Number 33/POJK.04/2014 concerning The Directors and The Board of Commissioners of Issuers or Public Companies states that members of the Board of Directors are appointed and dismissed by the GMS.

   - Article 23 of the Financial Services Authority Regulation (POJK) Number 33/POJK.04/2014 concerning The Directors and The Board of Commissioners of Issuers or Public Companies states that provisions concerning the appointment, dismissal, and service period of the Board of Directors as referred to in Article 3 and Article 4 are mutatis mutandis of those of Board of Commissioners.

2. Opportunity for Discussion
3. 1. Each Meeting Agenda is given the opportunity to ask questions.
   2. Shareholders or their proxies have 3 (three) opportunities to submit questions and/or opinions at each discussion session in each Meeting Agenda.
   3. Submission of questions and/or opinions submitted orally cannot be responded to.
   4. The Chairperson of the Meeting may limit the time in the question and answer program for each Meeting Agenda.
   5. The process for submitting questions and/or opinions for Shareholders who physically (offline) present at the Meeting are as follows:
   6. 1. The officer confirms whether the Shareholders will submit questions and/or opinions;
      2. Questions and/or opinions that have been written by the Shareholders are submitted to the officer to be submitted to the Notary and Chairperson of the Meeting or the party appointed to provide an explanation.

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1. 1. Provisions of submitting questions and/or opinions for Shareholders who physically present at the Meeting are as follows:
   2. 1. Shareholders must write their name, number of shares owned, as well as questions and/or opinions;
      2. For the Attorney, the written submission must be accompanied by a statement of the name of the shareholder and the amount of their share ownership, followed by questions and/or related opinions.
   3. The process of submitting questions and/or opinions for Shareholders electronically at the Meeting through eASY.KSEI, are as follows:
   4. 1. Questions and/or opinions are submitted through the chat feature in the 'Electronic Option' column available on the E-Meeting Hall screen at eASY.KSEI;
      2. Questions and/or opinions can be submitted if the 'General Meeting Flow Text' column has the status of "discussion started for agenda item no. […]".
   5. Questions and/or opinions that have been submitted by the Shareholders or their proxies are then submitted to the Notary to examine their validity/authority.
   6. Questions and/or opinions that have been examined by a Notary are submitted by officers to the Chairperson of the Meeting. The Chairperson of the Meeting will then read out the questions and/or opinions.
   7. The Chairperson of the Meeting has the right to refuse to answer questions and/or opinions that are not related to the Meeting Agenda being discussed or that have been previously asked.
   8. Members of the Board of Commissioners or members of the Board of Directors or parties appointed by the Chairperson of the Meeting will answer questions or respond to opinions that have been read out as referred to in point 8 and 9 above.
   9. The Chairperson of the Meeting has the authority to take the necessary actions to maintain the orderliness of the Meeting.
2. Meeting Resolution Mechanism
3. 1. Meeting decisions are taken based on deliberation to reach a consensus. In the event that the Meeting decisions based on deliberation to reach a consensus is not reached, then the decision shall be taken by voting, with the following conditions:
   2. 1. For the 1st Agenda, Based on Article 25 paragraph (1) of the Company's Articles of Association and Article 86 paragraph (1) of Law Number 40 of 2007 concerning Limited Liability Companies, a Decision is valid if it is approved by Shareholders representing more than ½ (one per two) part of the total number of shares with voting rights present at the Meeting.
      2. For the 2nd Agenda, based on Article 25 paragraph (5) letter a of the Company's Articles of Association, Article 42 letter a, Article 88 paragraph (1) Law Number 40 of 2007 concerning Limited Liability Companies and Article 42 letter a POJK Number 15/2020 , Decisions are valid if approved by Series A Dwiwarna shareholders and other shareholders and/or their authorized representatives who together represent at least 2/3 (two thirds) of the total number of shares with voting rights present at the Meeting.

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1. 1. 1. For the 3rd Agenda, based on Article 25 paragraph (4) of the Company's Articles of Association, Article 42 paragraph (2), Article 87 paragraph (2) Law Number 40 of 2007 concerning Limited Liability Companies and Article 41 paragraph (1) POJK Number 15 /2020, the decision is valid if it is approved by the Series A Dwiwarna shareholder and other shareholders and/or their authorized representatives who together represent more than 1/2 (one half) of the total number of shares with voting rights attend the Meeting.
   2. Voting is conducted after all the questions have been answered and/or the question-and- answer time has expired.
   3. Each share gives the holder the right to cast 1 (one) vote. If a Shareholder owns more than 1 (one) share, he/she is only required to give 1 (one) time and the vote represents all shares that he owns or represents.
   4. Voting for Meeting resolutions shall be conducted by "Raising Hands" with the following conditions:
   5. 1. Those who Disagree and Abstain will be asked to raise their hand and submit their ballot card;
      2. Those who did not raise their hands were deemed to vote in agreement;
      3. The vote of abstention is deemed to have issued the same vote as the vote of the majority of shareholders who cast a vote;
      4. For each Agenda of the Meeting, voting will be carried out for decision-making;
      5. At the end of each voting, the Notary reads the results of the voting.
   6. The voting process for Shareholders electronically in the Meeting through eASY.KSEI (e- Voting) is carried out with the following procedure:
   7. 1. The voting process takes place at eASY.KSEI on the E-Meeting Hall menu, Live Broadcasting sub menu;
      2. Shareholders who attend or provide power of attorney electronically at the Meeting through eASY.KSEI, who have not yet made their vote, have the opportunity to submit their vote during the voting period through the E-Meeting Hall screen at eASY.KSEI;
      3. During the voting process, the 'General Meeting Flow Text' column will show the status of "voting for agenda item no, […] has started".
      4. If the Shareholders do not vote for the Meeting Agenda until the status of the Meeting as shown in the 'General Meeting Flow Text' column changes to "voting for agenda item no […] has ended", then the Shareholders are considered abstained;
      5. Electronic direct voting per Meeting Agenda through eASY.KSEI is allocated a maximum of 5 (five) minutes.
2. Independent Party for Vote Counting
   The Company has appointed independent parties, PT Datindo Entrycom to count and/or validate the votes.
3. Meeting Resolutions
   The Meeting has resolved the following resolutions as set forth in the deed of "Minutes of the Extraordinary General Meeting of Shareholders of PT KIMIA FARMA Tbk abbreviated as PT KAEF Tbk., Number: 12 dated 13 October 2023, made before Notary Mochamad Nova Faisal S.H., M.Kn., with its summary as follows:

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