RULES OF

ANNUAL GENERAL MEETING OF SHAREHOLDERS 2024

PT UNITED TRACTORS Tbk

In order to ensure the safety and comfort of all parties involved in organizing the 2024 Annual General Meeting of Shareholders ("Meeting") of PT United Tractors Tbk ("Company"), Shareholders and/or their proxies who attend the Meeting must follow the rules of procedure that have been determined, as follows:

  • 1. Meeting will be conducted in Bahasa Indonesia.

  • 2. Meeting shall be chaired by Mr. Djony Bunarto Tjondro as the President Commissioner of the Company.

3.

For every discussion on each of Meeting agenda, the Chairman will provide the opportunity to honorable Shareholders or their proxies to raise questions in writing related to relevant Meeting agenda.

Question and answer procedures of the Meeting are as follows:

a. The Chairman will provide the opportunity to raise question and/or to state opinion in writing, and only 1 (one) stage.

  • b. Only Shareholders or their proxies who are entitled to raise questions and/or to state their opinion in writing.

  • c. Questions or opinions that may be raised and responded are those directly related to the relevant Meeting agenda being discussed.

  • d. In connection with the implementation of efficient Meeting, for each of the agenda of the Meeting, the Chairman will provide an opportunity to submit question(s) or opinion(s) to a maximum 3 (three) Shareholders or their proxy(ies) and each Shareholder or their proxies may submit a maximum 1 (one) question or opinion before the vote. The other Shareholders who have not had the opportunity to ask questions or opinions, may submit their question(s) or opinion(s) related to the discussion of each agenda of the Meeting to the Company through email:ir@unitedtractors.com or after the Meeting ended.

  • e. The Shareholders or their proxies who wish to raise question and/or to state their opinion shall raise their hands and deliver the filled question form to our official in charge.

  • f. After all questions forms have been collected, as stipulated under point (d) above, the Chairman will answer/respond only 3 (three) written question in the question form, meanwhile Investor Relation of the Company will respond to other questions not yet answered (if any) through emailir@unitedtractors.com or after the Meeting ended.

  • g. The Chairman is entitled to authorize any party designated by the Chairman to answer/respond to any written questions raised by the Shareholders or their proxies.

  • h. After the question and answer session ended, the Meeting will be continued to adopt the relevant Meeting resolutions.

  • 4. Pursuant to paragraph (9) of article 23 of Articles of Association of the Company, the resolutions of the Meeting shall be adopted based on deliberation to reach a consensus. If it fails to reach the consensus, the resolutions shall be adopted by voting.

  • 5. A ballot will be distributed to Shareholders or their proxies to simplify the Notary in counting the numbers of shares owned by the Shareholders, who agree/disagree/submit BLANK votes with regard to the proposals of the Meeting.

  • 6. Only Shareholders or their proxies who are entitled to cast vote.

  • 7. Each share grants its holder the right to cast 1 (one) vote. If 1 (one) Shareholder owns more than 1 (one) share, he/she is only allowed to cast vote once which shall include all the number of shares he/she owned.

  • 8. A verbal voting shall be conducted by raising hands, according to the following procedures:

    First

    :

    those who DISAGREE, shall raise their hands.

    Second

    :

    those who give BLANK votes, shall raise their hands.

    If there are Shareholders giving DISAGREE votes or BLANK, our official in charge will collect the ballots that are already distributed and will deliver them to the Notary to be counted.

  • 9. For Shareholders or their proxies who give BLANK votes, they shall be considered as casting the same votes as those of the majority or its power of attorney who casting votes.

  • 10. For Shareholders or their proxies who do not raise their hands, their votes shall be considered as affirmative votes.

  • 11. In voting, votes cast by the Shareholders applies to all of its shares and Shareholders are not entitled to authorize to more than a proxy for a half or for all of the shares owned by a different vote, except for (a) the Custodian Bank or the Securities Company as Custodian Securities representing their clients the Company's Shareholders and (b) the Investment Manager which represents the interests of mutual funds under its management.

  • 12. Voting regarding persons is done by unsigned and sealed ballots, and voting regarding other matters shall be made by voice, unless the Chairman determines otherwise without there being any objection from one or more Shareholders jointly representing of at least 10% (ten percents) of all the shares with legal voting rights issued by the Company.

  • 13. For Shareholders or their proxies who will physically present at the Meeting and are in unhealthy condition (especially having/ feeling symptoms such as coughing, body temperature above 37.3° C, or flu, etc.), the Shareholders or their proxies must wear a mask at the Meeting location as a measure to prevent the spread of the risk of transmission to other parties.

  • 14. Shareholders who have access or link to the KSEI electronic General Meeting Shareholders system ("eASY.KSEI") and sub-menu AKSes.KSEI, which was obtained pursuant to the applicable regulations ("Meeting Access") must keep the confidentiality of the Meeting

    Access and are prohibited to provide and/or share their Meeting Access to any unauthorized party.

  • 15. Any and all information, pictures, sounds, explanations and other information in any form submitted and broadcasted before and during the Meeting on the day of the Meeting

    ("Meeting Information") are confidential and belong to the Company. Shareholders are not permitted to (i) take pictures (photos and/or videos), record pictures and/or sounds, share and/or disseminate the Meeting Information to any party; or (ii) use the Meeting Information in any way that may harm the Company.

  • 16. The Company reserves the right to take legal or other necessary actions for any violation of this provision in points 14 and 15 above, in accordance with prevailing laws.

  • 17. If there are matters relating to the organization of the Meeting that are not and/or insufficiently regulated in the Company's Articles of Association and/or this Code of Conduct, the Chairman of the Meeting has the right to decide on such matters.

18.

If any Shareholders is unable or chooses not to attend the Meeting physically, the Shareholders can still exercise their rights to raise a question and/or cast vote on each agenda by the following:

  • I. To authorize an independent party appointed by the Company, namely PT Raya Saham Registra ("RSR") as the Securities Administration Bureau, to attend the Meeting and cast its votes on each agenda of the Meeting; and

  • II. To take note of the Meeting electronically through eASY.KSEI, among others:

    a. The Procedures of Submission of Question and/or Suggestion through Virtual Meeting

(i) The Shareholders or their proxy(ies) may convey the question and/or opinion in written through the chat feature in the "Electronic Opinions" column which is available on the E-Meeting Hall screen in the eASY.KSEI system. Submission of question and/or opinion can be carried out during the status of the Meeting in the "General Meeting Flow Text" column is "Discussion started for agenda item no. ()".

  • (ii) The question and answer session are only provided by the Company to the Shareholders or their proxies who attend electronically with a maximum time of 1 (one) minute 30 (thirty) seconds per agenda item of the Meeting or can be ended sooner if all Shareholders have asked questions.

  • (iii) For the proxy(ies) who are present virtually and will convey a question and/or opinion of their Shareholders during the discussion session for each Meeting agenda, they are required to write down the names of the Shareholders they represent and the amount of shares ownership then followed by the related question and/or opinion.

b.

Cast Vote through Virtual Meeting

(i) The virtual voting takes place in the eASY.KSEI system on the menu of E-Meeting Hall and on the sub-menu of Live Broadcasting.

(ii)The Shareholders or their proxy(ies) who attend but have not casted their votes for the Meeting agenda, the Shareholders or their proxy(ies) have the opportunity to cast vote during voting process through E-Meeting Hall in eASY.KSEI system is opened by the Company. When the virtual voting for each Meeting agenda begins, the system will automatically run the voting time bycounting down with maximum 2 (two) minutes. During the virtual voting

process, the "Voting for agenda item no () has started" status will appear in the "General Meeting Flow Text" column. If the Shareholders or their proxy(ies) do not cast vote for the related Meeting agenda until the status of

the Meeting as shown in the "Voting for agenda item no () has ended", then

will be deemed to have casted vote as Abstain for the related Meeting agenda.

(iii) Voting time during the virtual voting process is the standard time as set out in eASY.KSEI system. The Company determine the time policy for direct virtual voting for each Meeting agenda (with a maximum time of 2 (two) minutes for each Meeting agenda or it can ended earlier if all Shareholders have voted).

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Disclaimer

PT United Tractors Tbk published this content on 02 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 April 2024 11:19:09 UTC.