MINUTES OF MEETING RINGKASAN RISALAH

ANNUAL GENERAL MEETING OF SHAREHOLDERS FOR FINANCIAL YEAR OF 2017

Directors of PT Waskita Karya (Persero) Tbk (hereinafter called “The Company”) hereby inform the Shareholders of the Company that the Company has held the Annual General Meeting of Shareholders for Financial Year (“FY”) of 2017 (hereinafter referred to as “the Meeting”) :

1. A. The Meeting was held on :

Day/Date : Friday, April 6th 2018

Time : 14.25 P.M - finished

Venue : Waskita Building 11th Floor

MT. Haryono Kav. No. 10, East Jakarta

With Agendas as follows:

1. Approval on the Company’s Annual Report, Board of Commissioners 2017 Supervisory Reports, and Approval on the Company’s Financial Report for FY2017, along with Approval on the Company Annual Report including the company’s Partnership & Community Development Program Financial Report for FY2017;
2. Approval on the Company’s Net Income Allocation for FY2017;
3. Appointment on Public Accountant Firm to perform audit on the Company’s Financial Reports and the company’s Partnership & Community Development Program Financial Report for FY2018;
4. Establishment of the Director’s remuneration, fee for the Board of Commissioners, and performance bonuses for Board of Directors and Board of Commissioners;
5. Approval on delegations of authority to the Board of Commissioners to increase the issued-and-paid-in-capital for the Management and Employee Stock Option Plan (MESOP);
6. Approval to guarantee more than 50% (fifty percent) of the Company’s current and upcoming net asset / equity to obtain the facilities that the Company will receive from Bank, Non-Bank Financial Institution, and Publics (Through Non-Equity Securities Public Offering);
7. Approval on Ratification of the State-Owned Enterprise Minister Regulations;
8. Report on the use of Proceed of Rights Issue and Bonds;
9. Approval on Changes in the Company’s Article of Association;
10. Approval of Changes of the Compositions of the Company’s Management.

1. Members of the Board of Directors and the Board of Commissioners of the Company who are present at the Meeting are as follows :

Board of Directors:

1. President Director : M. Choliq
2. Director of Finance & Strategy/Independent Director : Tunggul Rajagukguk
3. Director of Human Capital & System : Agus Sugiono
4. Director of Operations I : Adi Wibowo
5. Director of Operations II : Nyoman Wirya Adnyana
6. Director of Operations III : Bambang Rianto

Board of Commissioners:

1. Chief Commisioner : Badrodin Haiti
2. Independent Commissioner : M. Aqil Irham
3. Independent Commissioner : Viktor S Sirait
4. Commissioner : Danis Hidayat Sumadilaga
5. Commissioner : R. Agus Sartono

1. The Meeting was attended by 11.065.271.324 (eleven billion sixty five million two hundred and seventy one thousand three hundred and twenty four) shares including a Golden Share / Dwiwarna Series A Share with valid voting rights or equal to more or less 81.52% (eighty one point fifty two percent) of all shares with valid voting rights issued by the Company.
2. The Meeting’s attendants were given the opportunities to ask questions and/or provide opinions in regards to the agenda of the meeting except for Meeting Agenda 8 as it is only a report
3. Terdapat 4 (empat) pemegang saham yang mengajukan pertanyaan terkait mata acara Rapat pertama, sedangkan pada mata acara Rapat lainnya tidak ada yang mengajukan pertanyaan dan/atau memberikan pendapat.
4. The mechanism of resolution making during the Meeting was as follows :

Meeting resolutions were made by deliberation to reach consensus. If deliberations for consensus are not reached, then voting will be held.

1. The decision-making was done by voting, except for the eighth agenda there is no decision-making as it is only a report.

Number of votes and percentages of shares with voting rights presented at the Meeting was as follows:

Agenda	Approve	Against	Abstain
1st Agenda	10.744.167.226 votes or more or less 97,0981%	–	321.104.098 votes or more or less 2,9019%
2nd Agenda	10.755.218.439 votes or more or less 97,1980%	853.300 votes or more or less 0,0077%	309.199.585 votes or more or less 2,7943%
3rd Agenda	10.506.499.968 votes or more or less 94,9502%	246.150.071 votes or more or less 2,2245%	312.621.285 votes or more or less 2,8253%
4th Agenda	10.747.354.139 votes or more or less 97,1269%	7.391.100 votes or more or less 0,0668%	310.526.085 votes or more or less 2,8063%
5th Agenda	10.020.890.831 votes or more or less 90,5616%	735.180.908 votes or more or less 6,6440%	309.199.585 votes or more or less 2,7943%
6th Agenda	9.926.319.255 votes or more or less 89,7070%	827.159.084 votes or more or less 7,4753%	311.792.985 votes or more or less 2,8178%
Meeting Agenda 7	10.756.071.639 votes or more or less 97,2057%	100 votes or more or less 0,0000%	309.199.585 votes or more or less 2,7943%
9th Agenda	9.747.799.481 votes or more or less 88,0936%	1.004.577.958 votes or more or less 9,0787%	312.893.885 votes or more or less 2,8277%
Mata Acara 10	9.769.486.442 votes or more or less 88,2896%	982.890.997 votes or more or less 8,8827%	312.893.885 votes or more or less 2,8277%

1. The decisions for each Meeting Agenda are generally as follows:

      Agenda The First Agenda

1. Approved the Company’s Annual Report for FY2017 including the Board of Commissioners Supervisory Report for FY2017, and approved the Company’s financial report for FY2017 audited by Public Accountant Firm Satrio Bing Eny & Associates corresponding to report No : GAR118 0139 WK PDS dated March 7th 2018, as well as granting full release and discharge of responsibility (volledig acquit et de charge) to the Board of Directors and Board of Commissioners for the managing and monitoring actions that had been implemented as of 31 December 2017 as long as all the actions did not constitute as criminal offense and was reflected in the Company’s reports.
2. Approved the Annual Partnership and Community Development Report for FY2017, including the Company’s Partnership and Community Development Program Financial Statements for FY2017 audited by Public Accountant Firm Satrio Bing Eny & Associates Associates corresponding to report No : GA118 0156 PKBLWK PDS dated March 12th 2018, as well as granting full release and discharge of responsibility (volledig acquit et de charge) to the Board of Directors and Board of Commissioners for the maintenance and monitoring actions regarding the Partnership and Community Development Program that had been implemented as of 31 December 2016 as long as all the actions did not constitute as criminal offense and was reflected in the report.
3. Hereafter, The Meeting grant authorities to the Board of Commissioners with prior written approval from the Dwiwarna Serie A Shareholders regarding the authority of General Meeting of Shareholders as stated in State Owned Enterprise Minister Regulation No : PER-09/MBU/07/2015, last modified with State Owned Enterprise Minister Regulation No : PER-02/MBU/07/2017, and its changes.

Meeting Agenda 2 :

1. Approved on the allocations of the Company’s Net Income for FY2017 amounted Rp3.881.711.917.338,- as follows:

• 20% of Net Income or Rp776.342.383.468,- will be distributed as cash dividend, therefore dividend portion for the Government of Republic of Indonesia for 66,04% shares ownership is Rp512.696.510.042,-
• 11,44% of Net Income or Rp443.943.632.479,- was allocated as Mandatory Reserves in accordance to the Law no : 40 years 2007 on Limited Liability Company.
• 68,56% of Net Income or Rp2.661.425.901.391,- was allocated as unappropriated Retained Earnings.

1. Granted power and authority to the Board of Directors with substitution rights to further set out the implementation of dividend payment for FY2017 in accordance with the prevailing laws and regulations, including rounding of the payment of dividend per share.

Meeting Agenda 3 :

1. Appointing Public Accountant Firm Satrio Bing Eny & Associates as Public Accountant Firm to perform audit on the Company’s Financial Report and the Partnership and Community Development Program Financial Report for FY2018.
2. Delegating the authority to the Board of Commissioners to determine the fees and other requirements applied for such Public Accountant Firm, and determine a substitute Public Accountant Firm in the event of Public Accountant Firm Satrio Bing Eny & Rekan, due to any reason whatsoever, is unable to finish the audit of the Company’s Financial Report and the Partnership and Community Development Program Financial Report for FY2018, including to determine the fees and requirements applied to the substitute Public Accountant Firm.

Meeting Agenda 4 :

1. Granting the power and authority to the Dwiwarna Series A Shareholder to determine the amount of performance bonuses for FY2017, as well as to determine the amount of fees, remunerations, facilities and other incentives for the member of Board of Commissioners for FY2018, and;
2. Granting the power and authority to the Board of Commissioners with prior written approval from the Dwiwarna Series A Shareholder to determine the amount of performance bonuses for FY2017, as well as determine the amount of salaries, remunerations, facilities, and other incentives for the Company’s Director for FY2018.

Meeting Agenda 5 :

Agreed to delegate the authority of the meeting to the Board of Commissioners to to increase the issued-and-paid-in-capital in relation to the Management and Employee Stock Option Plan (MESOP) for a period of 1 (one) year after the closing of this Meeting, and to state the changes of article 4 sentence 2 and 3 the Company’s Article of Association in a separate notary deed regarding the changes of the Article of Association.

Meeting Agenda 6 :

Approved the guarantee of more than 50% (fifty percent) of the Company’s current and upcoming net asset / equity to obtain the facilities that the Company will receive from Bank, Non-Bank Financial Institution, and Publics (Through Non-Equity Securities Public Offering).

Meeting Agenda 7 :

Approved the Ratification of the State-Owned Enterprise Minister Regulations and their amendments:

1. State-Owned Enterprise Minister Regulations No.: PER-03/MBU/08/2017 dated August 4th 2017 regarding Guidelines on State-Owned Enterprise Partnership;
2. State-Owned Enterprise Minister Regulations No.: PER-04/MBU/09/2017 dated September 13th 2017 regarding changes on State-Owned Enterprise Minister Regulations No.: PER-03/MBU/08/2017 dated August 4th 2017 regarding Guidelines on State-Owned Enterprise Partnership

And any amendments thereto.

Meeting Agenda 9 :

1. Approved the Amendment to the Company’s Article of Associations.
2. Approved the reconstitute the entire provision in the Company’s Article of Associations regarding the amendment as set out in the point 1 above.
3. Grant power and authority to the Board of Directors with the right of substitution to perform all necessary actions in relation with this Meeting Agenda decision, including to reconstitute and restate the entire Article of Associations in a Notary Deed and to submit to all authoritative institutions to obtain approval and/or receipt of announcement of the Amendment of the Articles of Associations, and perform all necessary and useful actions for this purpose with no exemption, including to organize additions and/or changes in the amendment of Articles of Associations if it is required by the authoritative institutions.

Meeting Agenda 10 :

1. Approved the honorable discharge of the following names as the Company’s members of Board of Directors :

1. Mr. M. Choliq as President Director
2. Mr. Agus Sugiono as Director of Human Capital & System
3. Mr. Adi Wibowo as Director of Operations I
4. Mr. Nyoman Wirya Adnyana as Director of Operations II
5. Mr. Tunggul Rajagukguk as Director of Finance and Strategy

The discharge of the members of the Board of Directors shall be from the adjournment of this Meeting with gratitude for the contribution of work and insight given during the term of office as member of the Board of Directors of the Company.

1. Approved the following changes in nomenclature of the Company’s directors position:

No.	Previously	Become
1	Director of Human Capital & System	Director of Human Capital Management
2	- (Not Available)	Director of Quality, Safety, Health and Environment

1. To transfer assignment of Mr. Bambang Rianto, previously Director of Operations III to Director of Operations II, by continuing his term of office in accordance to the decisions of General Meeting of Shareholders in which he was appointed.

1. Appointed the following names as members of the Company’s Board of Directors :

1. Mr. I Gusti Ngurah Putra as President Directors
2. Mr. Didit Oemar Prihadi as Director of Operations I
3. Mr. Fery Hendriyanto as Director of Operations III
4. Mr. Hadjar Seti Adji as Director of Human Capital Management/Independent Director
5. Mr. Wahyu Utama Putra as Director of Quality, Safety, Health and Environment/Independent Director
6. Mr. Haris Gunawan as Director of Finance and Strategy

1. Appointed Mr. Muradi as the Company’s Independent Commisioner.
2. The expire term of office of the said appointed members of the Board of Directors and the Board of Commissioners as set out in points 4 and 5 above, shall be until the closing of the fifth Company’s Annual General Meeting of Shareholders since their appointment, by observing the laws and regulations in the Capital Market sector and without reducing the rights of the Meeting to dismiss those members at any time.
3. With the dismissal, the changes of nomenclature, the transfer, and the appointment of the members of the Company’s Board of Directors and Independent Commissioners, as set out in points 1,2,3,4, and 5, the compositions of the Company’s Board shall be as follows :

1. Board of Directors

No.	Name	Position
1	I Gusti Ngurah Putra	President Director
2	Didit Oemar Prihadi	Director of Operation I
3	Bambang Rianto	Director of Operation II
4	Fery Hendriyanto	Director of Operation III
5	Hadjar Seti Adji	Director of Human Capital Management
6	Wahyu Utama Putra	Director of Quality, Safety, Health and Environment
7	Haris Gunawan	Director of Finance and Strategy

1. Board of Commissioners :

No.	Name	Position
1	Badrodin Haiti	President Commissioner
2	Arif Baharudin	Commissioner
3	R. Agus Sartono	Commissioner
4	Danis H. Sumadilaga	Commissioner
5	Viktor S. Sirait	Independent Commissioner
6	M. Aqil Irham	Independent Commissioner
7	Muradi	Independent Commissioner

1. Grant power and authority to the Company’s Board of Director with substitution rights to perform all necessary actions related with agenda decision in accordance with laws and regulations, including to state in a notary deed and to notify changes in the composition of the Board of Directors and Board of Commissioners to the Ministry of Law and Human Rights.

While the eighth agenda of the report on the use of proceeds from the rights issue and bonds is only to ratify the Report on the Use of Proceeds from additional government capital on FY2015 and the Use of Proceeds from rights issue (Limited Public Offering I) on FY2017.

SCHEDULE AND PROCEDURES OF DIVIDEND DISTRIBUTION

1. Schedule of Cash Dividend Distribution

In relation to decision of Meeting Agenda 2 as set out above, the Meeting had decided to execute payment of dividend from the Company’s Net Income amounting to Rp776.342.383.468,- or Rp57,194 per share with regards to the number of shares issued by the Company. Hereby notify the schedule and procedures of Cash Dividend Distribution for FY2017 as follows :

No	EXPLANATIONS	DATE
1	Akhir Periode Perdagangan Saham Dengan Hak Dividen (Cum Dividen) Regular and Negotiation Market Cash Market	13 April 2018 18 April 2018
2	Awal Periode Perdagangan Saham Tanpa Hak Dividen (Ex Dividen) Regular and Negotiation Market Cash Market	16 April 2018 19 April 2018
3	Date of list of shareholders entitled to dividend (Recording Date)	18 April 2018
4	Date of Cash Dividend Payment	9 Mei 2018

1. Procedures of Cash Dividend Distribution

1. Cash dividend will be paid to shareholders whose names are registered in the Register of the Company’s Shareholder (“DPS”) or recording date on 18 April 2018 and/or shareholders of the Company on the sub-accounts in PT Kustodian Sentral Efek Indonesia (“KSEI”) at the closing of trading period on 18 April 2018.
2. For shareholders whose shares are registered in KSEI collective custody, cash dividend payments will be carried out through KSEI and will be distributed to the Company’s securities account and/or the custodian bank on 9 May 2018. Proof of payment of cash dividends will be delivered by KSEI to shareholders through Securities Company and/or custodian bank where the shareholders opened his account. As for shareholders whose shares are not included in the KSEI collective custody, the cash dividend payment will be transferred to the account of the shareholders.
3. Cash dividends will subject to tax in accordance to the prevailing tax laws and regulations. The amount of tax charged will be borne by the shareholders and deducted from the amount of cash dividend belongs to the respective shareholders.
4. Shareholders who are Domestic Taxpayer in form of legal entity who have not submitted tax ID (“NPWP”) are required to submit the NPWP to KSEI or Registrar PT Datindo Entrycom (“BAE”) at Jl. Hayam Wuruk No. 28, Jakarta, 10120 no later than 18 April 2018 at 16.00 WIB. Without the submission of NPWP, the cash dividend paid to such shareholders will be imposed a 100% higher income tax.
5. Shareholders who are Foreign Taxpayer whose tax withholding will be based on the Avoidance of Double Taxation Agreements/Tax Treaty (“P3B”) shall comply with the requirements of Director General of Taxation No. PER-10/PJ/2017 regarding for the Procedures of Application of Agreement on the Avoidance of Double Taxation as well as to submit DGT-1 or DGT-2 from legalized by the Tax Office for Listed Companies to KSEI or BAE in accordance to stipulations and regulations of KSEI. Without the said documents, the cash dividends will be subject to income Tax Article 26 amounting to 20%

Jakarta, April 10th 2018

Directors