STATEMENT OF RESOLUTIONS OF ANNUAL GENERAL MEETING OF
SHAREHOLDERS
PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI
INDONESIA Tbk
 
    
    On this day, Tuesday, dated the fifteenth day of July two thousand and eight (15-7-2008), at
thirty-five minutes past fourteen hours (14:35) Western Indonesia Standard Time.
    
    Appears before me, Doktor AMRUL PARTOMUAN POHAN, Sarjana Hukum, Lex Legibus Magister, Notary in
Jakarta, in the presence of witnesses known to me, Notary, and who will be mentioned at the end of
this deed :
    
    Mr. PRASETIO, born in Surabaya, on the twenty-third day of November
one thousand nine hundred and sixty (23-11-1960), Indonesian National,
Director of Compliance and Risk Management of PERUSAHAAN PERSEROAN
(PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk, residing in Jakarta, at
Tebet Dalam IV-E number: 27, Kelurahan Tebet Barat, Kecamatan Tebet,
South Jakarta, holder of Resident Identity Card (KTP) number:
09.5301.231160.0287;
 
    
    according to his statement in this matter acting in his
aforementioned capacity representing the Board




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of Directors of and as such acting for and on behalf of and lawfully representing limited
liability company PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk that
will be mentioned.
 
    
    The appearer is known to me, Notary
    
    The appearer acting as aforementioned first states as follows:
 
    
    That on Friday, dated the twentieth day of June two thousand and eight
(20-6-2008), at Pangeran Kuningan Hall, Graha Citra Caraka Floor 1, Jalan Gatot
Subroto Kaveling 52, South Jakarta, an Annual General Meeting of Shareholders
(hereinafter shall be referred to as the Meeting) of limited liability
company PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk,
domiciled in Bandung Municipality, addressed at Jalan Japati number: 1, Bandung
 40133 was held, the Articles of Association of which have been amended and
entirely recompiled as published in:
 
    
    State Gazette of the Republic of Indonesia dated the
twenty-seventh day of June two thousand and six
(27-6-2006) number: 51, Supplement Number:




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666/2006;
 
    
    State Gazette of the Republic of Indonesia dated the
fifteenth day of April two thousand and eight
(15-4-2008) number: 31, Supplement Number: 284/2008;
 
    
    whereas the last change of composition of members of Board of Directors and Board of
Commissioners of the limited liability company is contained in deed of mine, Notary, dated
the seventh day of September two thousand and seven (7-9-2007) number: 8;
 PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk Company
 
    
    That in the Meeting, holder of one (1) A Dwiwarna Share and holder of B shares jointly
representing fifteen billion one hundred and sixty-seven million four hundred and eighty-five
thousand five hundred and ninety-six (15,167,485,596)shares or constituting seventy-six point
seven nine eight percent (76.798%)of total shares having voting rights issued by the Company
including holder of A Dwiwarna Share up to the day of Meeting (excluding the treasury stock),
namely nineteen billion seven hundred and forty-nine million nine hundred and




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forty-eight thousand two hundred and eighty (19,749,948,280)shares were present or represented, as
such in consideration of Register of Shareholders of the Company as of the fourth day of June two
thousand and eight (4-6-2008) up to sixteen hundred hours Western Indonesia Standard Time (16:00
WIB); therefore, the Meeting shall be entitled to pass valid and binding resolutions on any matters
discussed at the Meeting;
    
    that this Meeting has been held with the agenda among others Approval for Change of the Companys
Articles of Association;
    
    that the foregoing matters are contained in deed of Minutes of Annual General Meeting of
Shareholders of PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk, the minute of which
deed was drawn up by me, Notary dated the twentieth day of June two thousand and eight (20-6-2008)
number: 41 (hereinafter shall be sufficiently referred to as Meeting Minutes)
    
    Now, the appearer acting as such states that he hereby restates a part of the resolutions passed
in the Meeting, namely the following sixth items of the Meeting agenda as contained in Meeting
Minutes:
 The Meeting with absolute majority votes, namely eighty-
one point seven one one percent (81.711%) of the entire




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votes lawfully cast in the Meeting, (provided, however, that the entire shareholders having one
billion six hundred and thirty-nine million five hundred and sixteen thousand one hundred and
ninety-one (1,639,516,191) shares cast blank votes), has resolved to approve the amendment to the
Companys entire Articles of Association in order to be adjusted to Law number 40 of two thousand
and seven (2007) on Limited Liability Companies, Law number: 19 of two thousand and three (2003) on
State-Owned Enterprises and Regulation of Capital Market and Financial Institution Supervisory
Agency number: IX.J.1 on Main Subject of Articles of Association of Companies Performing Public
Offering of Equity Securities and Public Companies, as well as in order to add the Companys
purpose and objective relevant with article 3 of the Company Articles of Association, the main
subject of the amendment of Articles of Association of which was explained and shown in the
Meeting.
 
    
    Therefore the Companys Articles of Association, shall hereinafter be written and read as follows:
 NAME AND DOMICILE
 Article 1
 1.
    
    This limited liability company shall bear the name




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of PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA TBK or abbreviated to PT
TELKOM INDONESIA TBK (PERSERO),hereinafter shall be sufficiently referred to as the
Company, domiciled in Bandung Municipality.
 2.
    
    The Company may open branches or representatives in other places, in and outside the
territory of the Republic of Indonesia as determined by the Board of Directors.
 DURATION OF THE COMPANY
 Article 2
 
    
    This Company was established as of the twenty-fourth day of September one thousand nine hundred
and ninety-one (24-09-1991) and obtained a legal entity status on the nineteenth day of November
one thousand nine hundred and ninety-one (19-11-1991) under Decree of Minister of Justice Number:
C2-6870. HT.01.01.th.91 as well as shall be established for an indefinite period of time.
 PURPOSE, OBJECTIVE AND BUSINESS ACTIVITY
 Article 3
 1.
    
    The purpose and objective of this Company shall be




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to provide networks and telecommunication and informatics services, as well as to optimize
the Companys resources, one and another with due observance of the laws and regulations.
 2.
    
    To attain the aforementioned purpose and objective, the Company may perform the following
activities:
 a.
    
    to plan, build, provide, develop, operate, market/sell/lease and maintain
telecommunication and informatics network in the widest sense with due observance of
the provisions of the laws and regulations;b.
    
    to plan, develop, provide, market/sell and enhance telecommunication and
informatics services in the widest sense with due observance of the provisions of the
laws and regulations;c.
    
    to provide payment transaction and fund transfer services by
telecommunication and informatics network;d.
    
    to perform any other activities and businesses in the framework of optimizing
the resources owned by the Company, among others utilization of fixed assets and
movable assets, information




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system facility, education and training facilities, repair and maintenance
facilities.
 CAPITAL
 Article 4
 1.
    
    The Companys authorized capital amounts to twenty trillion Rupiah (Rp.20,000,000,000,000.-),
divided into eighty billion (80,000,000,000) shares consisting of one (1) A Dwiwarnashare
and seventy-nine billion nine hundred and ninety-nine million nine hundred and ninety-nine
thousand nine hundred and ninety-nine (79,999,999,999) B shares, each share having the par
value of two hundred and fifty Rupiah (Rp.250.-).2.
    
    Of the aforementioned authorized capital, twenty billion one hundred and fifty-nine million
nine hundred and ninety-nine thousand two hundred and eighty (20,159,999,280) shares
comprising one (1) A Dwiwarnashare and twenty billion one hundred and fifty-nine million
nine hundred and ninety-nine thousand two hundred and seventy-nine (20,159,999,279) B shares
having the aggregate par value of five trillion thirty-nine billion nine




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hundred and ninety-nine million eight hundred and twenty thousand 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 thousand and six
(6-4-2006) number 4, which has been approved by the Minister of Law and Human Rights of the
Republic of Indonesia dated the twenty-eighth day of April two thousand and six (28-4-2006)
Number: C-12265 HT.01.04.TH.2006.
 3.
    
    Shares that are still in portfolio will be issued based on the Companys requirement on the
terms, amount and price determined by the Board of Directors based on the approval of a
General Meeting of Shareholders provided, however, that before being approved by a General
Meeting of Shareholders, the Board of Directors shall have obtained the written
recommendation of the Board of Commissioners and the price of shares is not below par, and
with due observance of the provisions of the Articles of Association and the laws and
regulations in Capital Market in Indonesia.




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4.
    
    If shares that are still in portfolio will be issued by rights issue to the shareholders, all
shareholders whose names have been recorded in the Register of Shareholders on the date
specified by or based on a resolution of a General Meeting of Shareholders with due observance
of the laws and regulations in Capital Market in Indonesia shall have the pre-emptive right to
buy the shares to be issued (hereinafter the rights shall also be referred to as Rightsor
HMETD) and each shareholder shall receive HMETD in proportion to the number of shares
recorded in his name in the Register of Shareholders referred to above by cash deposit within
the period specified by or based on a resolution of a General Meeting of Shareholders that
approves the issue of new shares.5.
    
    HMETD may be sold and transferred to any other parties with due observance of the provisions
of the Articles of Association and the laws and regulations in Capital Market in Indonesia.6.
    
    The issue of shares by rights issue shall be first approved by a General Meeting of
Shareholders at the time and in the manner and at the price and on




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the terms specified by the Board of Directors based on a resolution of a General Meeting of
Shareholders, one another with due observance of the provisions of the Articles of
Association and the laws and regulations in Capital Market in Indonesia, provided that it
is not at the price below par.
 7.
    
    Regarding the decision of the issue of shares by Rights Issue, the Board of Directors shall
announce it in at least two (2) daily newspapers in the Indonesian language having wide
circulation in the territory of the Republic of Indonesia and another one (1) in the English
language, as specified by the Board of Directors.8.
    
    If within the period designated by or based on a resolution of a General Meeting of
Shareholders the Companys shareholders or HMETD holders do not exercise the right to buy the
shares offered to them by paying-off in cash, the Board of Directors shall be free to issue
the shares to any shareholders or HMETD holders intending to buy the shares in a number
greater than their exercised HMETD portion, provided that if the number of




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shares to be subscribed in excess of the number of their HMETD portion exceeds the number
of remaining shares, the number of remaining shares shall be allocated between the
shareholders or HMETD holders intending to buy more shares, respectively in proportion to
the number of exercised HMETD, as such with due observance of the laws and regulations in
Capital Market in Indonesia.
 9.
    
    If after the allocation there are shares remaining unsubscribed, the remaining shares shall
be issued by the Board of Directors to any party who has stated his readiness to buy the
remaining shares at the price not lower than and subject to the terms specified by a General
Meeting of Shareholders approving the issue of shares, one another with due observance of the
provisions of the Articles of Association and the laws and regulations in Capital Market in
Indonesia.10.
    
    The provisions in paragraphs 4 to 9 of this Article shall also apply mutatis mutandis in case
the Company issues convertible bonds and/or warrants and/or any other securities of similar
type, one another with due observance of the provisions of




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the Articles of Association and the laws and regulations in Capital Market in Indonesia.
 11.
    
    With respect to the issue of shares that are still in portfolio to the holders of convertible
bonds, warrants and/or any other securities of similar type, the Companys Board of Directors
shall have the authority to issue the shares without giving any pre-emptive right to the then
existing shareholders to buy the intended shares, one another with due observance of the
provisions contained in the Articles of Association and the laws and regulations in Capital
Market in Indonesia.12.
    
    The Board of Directors shall also be authorized to issue shares that are still in portfolio,
convertible bonds, warrants and/or any other convertible securities, without giving HMETD to
the existing shareholders, including by private placement or public offering provided,
however, that the issue of shares, convertible bonds, warrants and/or any other convertible
securities shall be subject to a prior approval of a General Meeting of Shareholders with due
observance of the




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laws and regulations in Capital Market in Indonesia.
 13.
    
    The provisions contained in paragraphs 4 to 12 of this Article shall mutatis mutandis also
apply if there is an increase of the authorized capital to be followed by further shares
placement.14.
    
    Any resolution of a General Meeting of Shareholders referred to in paragraphs 4 to 12 of this
Article shall be attended and approved by the holder of A Dwiwarnashare.
 SHARES
 Article 5
 1.
    
    The Companys entire shares are registered shares and issued in the name of their owners who
are recorded in the Register of Shareholders consisting of A Dwiwarnashare, which is
exclusively held by the Republic of Indonesia and B shares, which may be held by the public.2.
    
    A Dwiwarnashare has the exclusive right:
 a.
    
    To propose any nomination that binds and approves the appointment of members
of the




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Board of Directors or members of the Board of Commissioners;
 b.
    
    To approve any amendment to Articles of Association, including any increase
or reduction of subscribed and paid-up capital;c.
    
    To approve any merger, consolidation, acquisition and separation;d.
    
    To approve any dissolution and liquidation;
which implementation shall be conducted based on the provisions of the Articles of
Association.
 3.
    
    The Company shall only recognize one person or one legal entity as the owner of one share,
namely the person or legal entity whose name is recorded as a shareholder in the Register of
Shareholders.4.
    
    The Company shall provide the evidence of shares ownership in the form of a share certificate
or collective certificate in the name of the owner who is recorded in the Companys Register
of Shareholders, if the Companys shares are not entered in the Collective Custody in the
Depository and Settlement Institution with the form and content designated by the Board of
Directors with




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due observance of the laws and regulations in capital market.
 5.
    
    For any shares included in the Collective Custody in the Depository and Settlement
Institution or in the Custodian Bank (particularly in the framework of Collective Investment
Contract), the Company shall issue a certificate or written confirmation to the Depository and
Settlement Institution or in the Custodian Bank (particularly in the framework of Collective
Investment Contract) signed by the Companys Board of Directors.6.
    
    The Certificate or written Confirmation issued by the Company for the shares included in the
Collective Custody shall at least contain:
 a.
    
    the name and address of the Depository and Settlement Institution or the
Custodian Bank executing the relevant Collective Custody;b.
    
    the date of issue of written confirmation;c.
    
    the number of shares covered in the written confirmation;d.
    
    the amount of share par value covered in the written confirmation;




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e.
    
    the provisions that each share in the Collective Custody with the same
classification is equal and exchangeable one to another.
 7.
    
    If a share for any reasons becomes the possession of several persons, those joint owners
shall be required to appoint in writing one of them or any other person as their joint proxy
and only the name of the authorized or appointed person is entered in the Register of
Shareholders and shall be considered the shareholder of the relevant share and entitled to
exercise any rights conferred by the law on such share.8.
    
    In so far the provision of paragraph 7 above has not yet been complied with, the shareholder
shall not be entitled to cast vote in any General Meeting of Shareholders, while the dividend
payment for the share shall be suspended.9.
    
    All shares issued by the company may be encumbered with due observance of the provisions of
the laws and regulations on the encumbrance of shares, the laws and regulations in Capital
Market in Indonesia and UUPT (Law of Limited Liability Companies).




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10.
    
    Each shareholder shall, by law, be subject to the Articles of Association and any resolutions
validly passed in any General Meeting of Shareholders and the laws and regulations.11.
    
    Any shares of the Company listed on the Stock Exchange in Indonesia shall be subject to the
laws and regulations in Capital Market in Indonesia.
 REPLACEMENT OF SHARE CERTIFICATE
 Article 6
 1.
    
    If a share certificate is damaged or no longer useable, at the written request of the share
certificate holder to the Companys Board of Directors by presenting a proof of no longer
usable share certificate, the Board of Directors shall issue a replacement of share
certificate bearing the same number as the original number. Any cost to replace the share
certificate shall be for the account and at the expense of the relevant shareholder.2.
    
    The original share certificate as referred to in paragraph 1 shall then be destroyed by the
Board of Directors in the next Board of Directors meeting,




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and such event shall be articulated in minutes to be reported in the next General Meeting
of Shareholders.3.
    
    If a share certificate is lost or totally damaged, the relevant shareholder submitting the
written request to the Board of Directors in order to obtain its replacement shall be given
the replacement and any incurring cost shall be for the account and at the expense of the
relevant shareholder, provided that he could present a proof of reporting document from the
Police of the Republic of Indonesia on the loss of share or any proof acceptable to the Board
of Directors evidencing that the share certificate is truly totally lost and provide the
adequate guarantee as deemed necessary by the Board of Directors for any particular event.4.
    
    The issue of any replacement for a lost share certificate listed on the Stock Exchange in
Indonesia shall be subject to the laws and regulations in Capital Market in Indonesia and the
regulations of Stock Exchange in Indonesia in the place where the Companys shares are listed
and




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required to be announced in the Stock Exchange where the Companys shares are listed based
on the regulations of Stock Exchange in Indonesia where the Companys shares are listed.5.
    
    The issue of any replacement for a share certificate based on this article shall render the
original share certificate to be null and void.6.
    
    The provisions in this Article 6 shall also apply mutatis mutandis to the issue of
replacement for any collective certificate or written confirmation.
 REGISTER OF SHAREHOLDERS AND SPECIAL REGISTER
 Article 7
 1.
    
    The Board of Directors or its appointed proxy shall be required to keep and maintain a
Register of Shareholders and Special Register in the Companys domicile.2.
    
    The Register of Shareholders shall contain:
 a.
    
    the name and address of shareholders;b.
    
    the number, serial number and date of acquisition of share certificates or
collective certificates owned by the shareholders;




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c.
    
    the amount paid for each share;d.
    
    the name and address of any person or legal entity having the lien on shares
or being the fiduciary grantee and the date of acquisition of lien or the date of
registration of fiduciary security, and;e.
    
    any other particulars deemed necessary by the Board of Directors and/or
required by the laws and regulations;
 3.
    
    The Special Register shall contain any information on the shares ownership of members of the
Board of Directors and Board of Commissioners and their families in the Company and/or in any
other Companies and the date of acquisition of the shares.4.
    
    Any change of address of the shareholders shall be notified in writing.In so far the notification has not been received, any correspondence to the shareholders or
any summons and notice to a General Meeting of Shareholders shall be delivered to the
shareholders addresses latest recorded in the Companys Register of Shareholders.




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5.
    
    The Board of Directors shall keep and maintain the Register of Shareholders and Special
Register in the best possible way.6.
    
    The Board of Directors may appoint and give authority to the Securities Administration Bureau
to execute the recordation and administration of the Companys shares in the Register of
Shareholders.7.
    
    Any shareholder shall be entitled to see the Register of Shareholders and Special Register
relating to him during the Companys office working hours.8.
    
    Any recordation and/or alteration to the Register of Shareholders shall be approved by the
Board of Directors and proven by the signing of the record of such alteration by the President
Director and President Commissioner or their authorized proxy, or by the Securities
Administration Bureau appointed by the Board of Directors, based on the laws and regulations
in Capital Market in Indonesia.9.
    
    Any registration or recordation in the Register of Shareholders, including any recordation of
any




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sale, transfer, encumbrance, pledge or cession relating to any shares or right to or
interest in shares to be conducted based on the provisions of these Articles of Association
and any shares listed on the Stock Exchange of Indonesia shall be subject to the laws and
regulations in Capital Market in Indonesia.10.
    
    At the request of the relevant shareholders or pledgee, any pledge of share shall be recorded
in the Register of Shareholders in the manner to be determined by the Board of Directors based
on satisfying proof acceptable to the Board of Directors regarding the relevant pledge of
share. The recognition of the pledge of share by the Company as required in Article 1153 of
the Civil Code shall be proven only from the recordation of the pledge of share in the
Register of Shareholders.
 COLLECTIVE CUSTODY
 Article 8
 1.
    
    Any shares in the Collective Custody in the Depository and Settlement Institution shall be




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recorded in the Register of Shareholders in the name of the Depository and Settlement
Institution in the interest of all Securities account holders in the Depository and
Settlement Institution.2.
    
    Any shares in the Collective Custody in the Custodian Bank or the Securities Company shall be
recorded in the Securities account in the Depository and Settlement Institution in the name of
the Custodian Bank or the relevant Securities Company in the interest of all Securities
account holders in the Custodian Bank or Securities Company.3.
    
    If the shares in the Collective Custody in the Custodian Bank constitute a part of portfolio
of Investment Fund Securities in the form of Collective Investment Contract and not included
in the Collective Custody in the Depository and Settlement Institution, the Company shall
record the shares in the Register of Shareholders in the name of the Custodian Bank in the
interest of all holders of Investment Fund participation Unit in the form of Collective
Investment Contract.




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4.
    
    The Company shall issue a certificate or written confirmation to the Depository and
Settlement Institution as referred to in paragraph 1 of this Article or the Custodian Bank as
referred to in paragraph 3 of this Article, as a proof of recordation in the Register of
Shareholders.5.
    
    The company shall transfer the shares in the Collective Custody registered in the name of the
Depository and Settlement Institution or Custodian Bank for Investment Fund in the form of
Collective Investment Contract in the Register of Shareholders to the name of the party
appointed by the Depository and Settlement Institution or the Custodian Bank. The request for
transfer by the Depository and Settlement Institution or Custodian Bank shall be submitted in
writing to the Company or Securities Administration Bureau appointed by the Company.6.
    
    The Depository and Settlement Institution, Custodian Bank or Securities Company shall, if
requested by the relevant shareholder, issue a recordation note as confirmation to the
shareholder becoming the holder of securities account and as a




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proof of recordation with respect to the holding of a number of shares by the relevant
shareholder as recorded in his Securities account in the Collective Custody, provided,
however, that the recordation note as the confirmation shall be signed in the name of the
Depository and Settlement Institution or Custodian Bank or the Securities Company
maintaining the Collective Custody as a proof of recordation in the Securities account.7.
    
    In the Collective Custody, any share issued by the Company from the same classification shall
be equal and exchangeable one to another.8.
    
    The Company shall refuse the recordation of shares transfer to the Collective Custody, if the
shares are lost or destroyed, unless the shareholder asking for such transfer could provide an
adequate proof of guarantee properly acceptable to the Company that the relevant shareholder
is truly the beneficial owner of the lost or destroyed shares and the shares are truly lost or
destroyed.9.
    
    The Company shall refuse to record any transfer of shares to the Collective Custody, if the
shares are pledged, placed under seizure based on the Courts




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order or seized for examination of any criminal case.10.
    
    Any Securities account holder whose shares are recorded in the Collective Custody in the
Depository and Settlement Institution or the Securities sub-account holder, whose shares are
recorded in the Securities account owned by the Custodian Bank or the Securities Company shall
be entitled to cast votes in any General Meeting of Shareholders proportionate to the number
of shares he owns in the Securities account.11.
    
    Any Securities account holder entitled to cast vote in a General Meeting of Shareholders
shall be a party whose name is recorded as a Securities account holder in the Depository and
Settlement Institution or whose name is recorded as a Securities sub-account holder in the
Securities account owned by the Custodian Bank or the Securities Company one (1) workday prior
to the date of summons to the General Meeting of Shareholders.12.
    
    The Custodian Bank or Securities Company shall submit a list of Securities account holders or




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Securities sub-account holders and the number of shares of the Company held by the
respective Securities account holders or Securities sub-account holders in the Custodian
Bank or Securities Company to be further submitted to the Company no later than one (1)
workday prior to the date of summons to the General Meeting of Shareholders to be recorded
in the Register of Shareholders especially maintained in the framework of the holding of
the relevant General Meeting of Shareholders.13.
    
    The Investment Manager shall have the right to be present and cast vote in a General Meeting
of Shareholders for any shares included in the Collective Custody in the Custodian Bank
constituting a part of the Investment Fund Securities portfolio in the form of Collective
Investment Contract and not included in the Collective Custody in the Depository and
Settlement Institution, provided, however, that the Custodian Bank gives the name of the
Investment Manager at the latest one (1) workday prior to the date of summons to the General
Meeting of Shareholders.




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14.
    
    The Company shall submit the dividends, bonus shares, or any other rights in connection with
the ownership of shares in the Collective Custody to the Depository and Settlement
Institution, and further the Depository and Settlement Institution shall submit the dividends,
bonus shares, or any other rights to the Custodian Bank and or the Securities Company listed
as the account holders in the Depository and Settlement Institution, to be further presented
to the Securities account holders in the Custodian Bank and/or Securities Company.15.
    
    The Company shall submit the dividends, bonus shares or any other rights in connection with
the ownership of shares to the Custodian Bank for the shares in the Collective Custody of the
Custodian Bank constituting a part of the Investment Fund Securities portfolio in the form of
Collective Investment Contract and not included in the Collective Custody in the Depository
and Settlement Institution.16.
    
    The deadline for deciding the Securities account holders entitled to receive dividends, bonus shares, or any other rights in connection with the




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ownership of shares in the Collective Custody shall be determined by or based on a
resolution of a General Meeting of Shareholders, provided, however, that the Custodian Bank
and Securities Company shall submit a list of the Securities account holders and the number
of shares of the Company owned by the respective Securities account holders on the date
serving as the basis for deciding the shareholders entitled to receive dividends, bonus
shares or any other rights to the Depository and Settlement Institution, which shall
further submit the consolidated list to the Companys Board of Directors at the latest one
(1) workday after the date that serves as the basis for deciding the shareholders entitled
to receive the dividends, bonus shares or other rights.
 TRANSFER OF SHARES
 Article 9
 1.
    
    In case of any change of ownership of a share, the original owner who has been recorded in
the Register of Shareholders shall remain considered as the shareholder until the name of the
new




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shareholder has been recorded in the Companys Register of Shareholders with due observance
of the laws and regulations and provisions of Stock Exchange in Indonesia, where the
Companys shares are listed.2.
    
    Any transfer of shares shall be based on a deed of transfer signed by the transferor and the
transferee or their authorized representatives or based on other documents adequately proving
such transfer in the opinion of the Board of Directors without prejudice to the provisions
herein and with due observance of the laws and regulations in Capital Market in Indonesia.3.
    
    The Deed of transfer or any other documents as referred to in paragraph 2 shall be in the
form as specified by and/or acceptable to the Board of Directors and the copies of which shall
be submitted in writing to the Company, provided that the document of transfer of shares
listed on the Stock Exchange in Indonesia complies with the laws and regulations in Capital
Market in Indonesia, including the regulations prevailing in Stock




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Exchange in Indonesia, where the Companys shares are listed.4.
    
    The transfer of shares included in the Collective Custody shall be conducted by account
transfer from one Securities account to the other Securities account in the Depository and
Settlement Institution, Custodian Bank and Securities Company.5.
    
    The transfer of shares shall be allowed only if all provisions in the Articles of Association
have been complied with.6.
    
    The transfer of shares shall be properly recorded in the Register of Shareholders, relevant
share certificate and collective certificate.The record shall be signed by the President Director and President Commissioner or their
authorized proxies or by the Administration Bureau appointed by the Board of Directors.7.
    
    The Board of Directors may, at its own discretion and by giving the reason therefor, refuse
to record any transfer of shares in the Register of Shareholders, if the provisions in the
Articles of Association are not complied with or if any of the




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##### 



requirements of the transfer of shares is not fulfilled.8.
    
    If the Board of Directors refuses to record the transfer of shares, the Board of Directors
shall deliver a notice of refusal to the party intending to transfer his right at the latest
thirty (30) days after the date the request for registration is received by the Board of
Directors, provided, however, that the Companys shares listed on the Stock Exchange in
Indonesia shall be subject to the laws and regulations in Capital Market in Indonesia.9.
    
    The Register of Shareholders shall be closed one (1) workday prior to the date of
advertisement of the summons to a General Meeting of Shareholders, to decide the names of
shareholders who are entitled to attend the meeting.10.
    
    Any person obtaining the right to a share for the death of a shareholder or for any other
reason causing the ownership of a share to be legally transferred shall, by submitting a
written request and attaching his proof of right as required by the




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##### 



Board of Directors, be registered as a holder of the share.The registration shall only be conducted if the Board of Directors can well accept the
proof of transfer without prejudice to the provisions in the Articles of Association and
the laws and regulations in Capital Market in Indonesia.11.
    
    All limitation, prohibition and provisions in the Articles of Association regulating the
right to transfer shares and the registration of the transfer of shares shall also apply
mutatis mutandis to any transfer based on paragraph 10 of this Article.12.
    
    Any transfer of shares listed on the Stock Exchange in Indonesia shall be subject to the
provisions of the laws and regulations in Capital Market in Indonesia, while the right to A
Dwiwarnashare shall be non-transferable to any party whosoever.
 GENERAL MEETING OF SHAREHOLDERS
 Article 10
 1.
    
    General Meeting of Shareholders in the Company shall be:




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a.
    
    Annual General Meeting of Shareholders as referred to in Article 11 hereof.b.
    
    Other General Meeting of Shareholders, hereinafter referred to as
Extraordinary General Meeting of Shareholders, i.e. the General Meeting of
Shareholders held at any time deemed necessary as regulated in Article 12 hereof.
 2.
    
    The term General Meeting of Shareholders herein shall mean both, i.e. the Annual General
Meeting of Shareholders and Extraordinary General Meeting of Shareholders, unless expressly
stated otherwise.3.
    
    A General Meeting of Shareholders, in miscellaneous items of the agenda, shall not be
entitled to pass any resolutions, unless all Shareholders are present and/or represented in
the General Meeting of Shareholders and approve the addition to the items of the meeting
agenda, and the decision on the additional agenda items of the General Meeting of Shareholders
shall be unanimously approved.




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ANNUAL GENERAL MEETING OF SHAREHOLDERS
 Article 11
 1.
    
    An Annual General Meeting of Shareholders shall be held annually, at the latest at the end of
June each year after the closing of the Companys books and accounts.2.
    
    In an Annual General Meeting of Shareholders:
 a.
    
    The Board of Directors shall submit an annual report as referred to in
Article 23 paragraph 7.b.
    
    The Board of Directors shall propose the Companys profit appropriation.c.
    
    A public accountant firm registered in the Capital Market Supervisory Agency
as proposed by the Board of Commissioners shall be appointed to conduct an audit on
the Companys Financial Statements of the current year, including the internal control
audit on the financial reporting subject to the prevailing provisions of the capital
market authority where the Companys shares are registered and/or listed.




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##### 



d.
    
    The Board of Directors may propose any other matters in the Companys
interest based on the provisions of the Articles of Association.
 3.
    
    The approval of Annual Report, including the ratification of financial statements by an
Annual General Meeting of Shareholders shall mean giving full acquittal and discharge to
members of the Board of Directors and Board of Commissioners of the management and supervision
actions performed during the past financial year, in so far such action is reflected in the
Annual Report and Financial Statements.4.
    
    If the Board of Directors or Board of Commissioners fails to hold an Annual General Meeting
of Shareholders at the designated time, one (1) or more shareholders holding at least one
tenth (1/10) of the total number of shares with valid voting rights shall be entitled to
summon by themselves the Annual General Meeting of Shareholders at the expense of the Company
subject to the permission of the Chairman of the District Court whose jurisdiction covers the
Companys domicile.




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##### 



EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
 Article 12
 1.
    
    The Board of Directors shall be authorized to hold an Extraordinary General Meeting of
Shareholders.2.
    
    The Board of Directors shall summon and hold an Extraordinary General Meeting of Shareholders
at the written request of the Board of Commissioners or one (1) or more shareholders holding
at least one tenth (1/10) of the total number of shares with valid voting rights.The written request shall be submitted in writing by specifying the matters to discuss
along with the reasons thereof.3.
    
    If the Board of Directors fails to serve notice to hold an Extraordinary General Meeting of
Shareholders referred to in paragraph 2 after the period of fifteen (15) days from the receipt
of the request letter to be subsequently followed by the summons based on the laws and
regulations, the Board of Commissioners may serve notice and summons to the General Meeting of
Shareholders by itself.4.
    
    If the Board of Commissioners fails to serve notice to hold an Extraordinary General Meeting
of




---



##### 



Shareholders as referred to in paragraph 2 after the period of fifteen (15) days from the
receipt of the request letter to be subsequently followed by the summons based on the laws
and regulations, the relevant shareholder signing the request letter shall be entitled to
notify and convene the meeting by himself at the expense of the Company subject to the
permission of the Chairman of District Court whose jurisdiction covers the Companys
domicile.5.
    
    The holding of the meeting as referred to in paragraph 4 shall comply with the order of the
Chairman of District Court giving such permission.
 VENUE OF AND SUMMONS TO GENERAL MEETING OF SHAREHOLDERS
 Article 13
 1.
    
    A General Meeting of Shareholders shall be held in the Companys domicile or at the place of
main activity of the Company or in the domicile of Stock Exchange in Indonesia where the
Companys shares are listed.2.
    
    At least fourteen (14) days prior to the serving of summons to a General Meeting of
Shareholders without calculating the date of notice and date of




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##### 



summons, the party entitled to serve summons shall notify the shareholders by placing an
advertisement in at least two (2) daily newspapers in the Indonesian language having wide
circulation in the territory of the Republic of Indonesia and in one (1) daily newspaper in
the English language.3.
    
    The summons to a General Meeting of Shareholders shall be served to the shareholders by
advertisement in at least two (2) daily newspapers in the Indonesian language having wide
circulation in the territory of the Republic of Indonesia and in one (1) daily newspaper in
the English language as determined by the Board of Directors.The summons to a General Meeting of Shareholders shall be served at least fourteen (14)
days prior to the date of General Meeting of Shareholders without calculating the date of
summons and date of Meeting.4.
    
    The summons to a General Meeting of Shareholders shall contain the day, date, time, venue and
agenda of the meeting along with the information that the materials to discuss in the meeting
are available in the Companys office from the day of summons




---



##### 



until the date of meeting. The summons to an Annual General Meeting of Shareholders shall
also contain that the annual report referred to in Article 23 has been made available in
the Companys office effective from the date of summons to the meeting and that copies of
the balance sheet and profit/loss accounts of the previously passing financial year can be
obtained from the Company at the written request of the shareholders.5.
    
    Any proposal of the shareholders shall be entered in the agenda of a General Meeting of
Shareholders if:
 a.
    
    the relevant proposal has been submitted in writing to the Board of Directors
by one or more Shareholders holding at least one tenth (1/10) of the total number of
shares with valid voting rights;b.
    
    The relevant proposal has been received by the Board of Directors at least
seven (7) days prior to the date of summons to the relevant meeting.




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##### 



c.
    
    in the opinion of the Board of Directors, the proposal is considered directly
relating to the Companys business.
 CHAIRMAN AND MINUTES OF GENERAL MEETING OF SHAREHOLDERS
 Article 14
 1.
    
    The General Meeting of Shareholders shall be presided over by the President Commissioner.2.
    
    In case the President Commissioner is absent or prevented for any reasons whatsoever, of
which impediment no evidence to any third party shall be required, the General Meeting of
Shareholders shall be presided over by a member of the Board of Commissioners.3.
    
    In case none of members of the Board of Commissioners is present or they are all prevented
for any reasons, of which impediment no evidence to any third party shall be required, the
General Meeting of Shareholders shall be presided over by the President Director.4.
    
    In case the President Director is absent or prevented for any reasons whatsoever, of which
impediment no evidence to any third party shall be




---



##### 



required, the General Meeting of Shareholders shall be presided over by Vice President
Director.5.
    
    In case Vice President Director is absent or prevented for any reasons whatsoever, of which
impediment no evidence to any third party shall be required, or in case no Vice President
Director is appointed, the General Meeting of Shareholders shall be presided over by any
member of the Board of Directors.6.
    
    In case none of members of the Board of Directors is present or they are all prevented for
any reasons whatsoever, of which impediment no evidence to any third party shall be required,
the General Meeting of Shareholders shall be presided over by a person elected by and from
amongst those present in the General Meeting of Shareholders.7.
    
    The meeting participants shall prove their authority to be present in the meeting, i.e. based
on the requirements specified by the Board of Directors or Board of Commissioners contained in
the summons to the meeting provided, however, that any shares listed on the Stock Exchange in




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##### 



Indonesia shall be subject to the laws and regulations in Capital Market in Indonesia.8.
    
    Meeting Minutes of anything discussed and resolved in a General Meeting of Shareholders shall
be drawn up by the Notary.The Meeting Minutes shall serve as valid evidence to all shareholders and any third party
on any resolutions and any proceedings of the meeting.
 QUORUM, VOTING RIGHTS AND RESOLUTIONS
 Article 15
 1.
    a.
    
    A General Meeting of Shareholders may be held if it is attended by the shareholders
representing more than a half (1/2) of the total number of shares with voting rights issued by
the Company, unless otherwise herein contained.b.
    
    Failing to reach the quorum referred to in paragraph 1.a., the summons to the
second meeting may be served without being preceded by any announcement/notice about
the serving of the summons to the Meeting.The summons to the second meeting shall contain




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##### 



that the first meeting has been held but failing to reach the prescribed quorum.c.
    
    The second meeting shall be held at the earliest ten (10) days and at the
latest twenty-one (21) days effective from the First Meeting on the same terms and
with the same agenda as required for the First Meeting, except for the quorum
requirements specified in point d and the summons that shall be served at the latest
seven (7) days prior to the second meeting without calculating the date of summons and
the date of Meeting.d.
    
    The second meeting shall be valid and entitled to pass binding resolutions,
if it is attended by the shareholders or the authorized proxies of the shareholders
holding at least one third (1/3) of the total number of shares with valid voting
rights.e.
    
    Failing to reach the quorum of the second meeting, at the Companys request,
a third meeting may be held with the quorum of attendance, number of votes to pass
resolutions, summons and time to hold the




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##### 



Meeting to be determined by the authorized agency based on the laws and
regulations.
 2.
    
    A shareholder may be represented by any other shareholder or any other person by virtue of
power of attorney.The power of attorney shall be prepared and signed in the form decided by the Companys
Board of Directors without prejudice to the provisions of the laws and regulations on civil
proof and shall be submitted to the Board of Directors at least three (3) workdays prior to
the date of the relevant General Meeting of Shareholders.The meeting chairman shall be entitled to ask that the power of attorney to represent the
shareholders be shown to him in the meeting.3.
    
    In the meeting, each share shall give the right to its owner to cast one (1) vote.4.
    
    Members of the Board of Directors, members of the Board of Commissioners and employees of the
Company may act as proxies in the meeting, however the votes they cast as proxies in the
meeting shall not be counted in voting.




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##### 



5.
    
    Voting on individuals shall be conducted by unsigned folded ballots, while on other matters
shall be verbally, unless the meeting chairman decides otherwise without any objection of one
(1) or more shareholders jointly representing at least one-tenth (1/10) of the total number of
shares with valid voting rights.6.
    
    Blank votes or invalid votes shall be deemed non-existent and not counted to determine the
number of votes cast in the meeting.7.
    
    All resolutions shall be passed in deliberation for a consensus. Failing this mode of
settlement, the resolutions shall be passed by voting based on the affirmative votes of more
than a half (1/2) of the number of votes cast lawfully in the meeting, unless it is determined
otherwise in the Articles of Association as regulated in Article 16 paragraph 7, Article 17
paragraph 8, Article 19 paragraph 7, Article 27 paragraph 2, Article 28 paragraph 1 and
Article 29 paragraph 1 hereof.In case the proposed resolution submitted does not
obtain affirmative votes of over a half (1/2) of the
number of votes cast, the voting shall be




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##### 



repeated on two (2) proposals obtaining the majority votes, until one of the
two proposals has obtained more than a half (1/2) of the total number of votes
cast.If the number of affirmative votes is equal to the
number of negative votes, if it concerns individuals,
a lot shall be drawn, but if it concerns other
matters the proposal shall be considered refused.
 8.
    a.
    
    Any resolution relating to
transactions having
conflict of interests as
referred to in Article 30
paragraph 1 hereof shall be
passed in a General Meeting
of Shareholders specially
held for such purpose that
is attended by independent
shareholders, i.e.
shareholders having no
conflict of interests on
such transactions
(hereinafter referred to as
Independent
Shareholders), who have
more than a half (1/2) of
the total number of shares
with valid voting rights
held by all Independent
Shareholders without
prejudice to the provision
of paragraph 1 point a of
this Article, and the
resolution shall be passed
based on the




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##### 



affirmative votes of all Independent Shareholders who have more than a half (1/2)
of the total number of shares with valid voting rights.b.
    
    In passing any resolutions, the main shareholders, members of the Board of
Directors and members of the Board of Commissioners who have conflict of interests
with the transactions that are decided shall not be entitled to give any
recommendations or opinions.c.
    
    Any resolution passed by Independent Shareholders shall be confirmed by the
whole meeting quorum to be followed by all shareholders present in the meeting,
including Shareholders having conflict of interests.d.
    
    If in the first meeting, the number of Independent Shareholders who are
present or represented apparently does not meet the required quorum stipulated in the
first Meeting, at the Companys request, a second meeting may be held after the
summons to the meeting has been served (however without notification for the Meeting
summons as referred to in Article




---



##### 



13), provided that the meeting is attended or represented by Independent Shareholders
who hold more than a half (1/2) of the total number of shares with valid voting
rights and the resolutions shall be passed based on the affirmative votes of more
than a half (1/2) of the total number of shares held by the Independent Shareholders
who are present / represented in the meeting.e.
    
    If the quorum in the second meeting is also not met, at the Companys
request, the third meeting may be held with the quorum of attendance, number of votes
to pass resolutions, summons and time to hold the Meeting to be determined by the
Chairman of the Capital Market and Financial Institution Supervisory Agency and based
on the provisions of the laws.
 9.
    
    Any matters submitted by the shareholders during the discussion or voting in the General
Meeting of Shareholders shall meet the conditions as follows:
 a.
    
    in the opinion of the Meeting Chairman, they are directly relating to one of
the items of the relevant meeting agenda; and




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##### 



b.
    
    the matters are proposed by one or more shareholders jointly holding at least
one-tenth (1/10) of the total number of shares with valid voting rights; andc.
    
    in the Board of Directors opinion the proposal is considered directly
relating to the Companys business.
 BOARD OF DIRECTORS
Article 16
 1.
    a.
    
    The Companys management shall be executed by the Board of Directors under the supervision
of the Board of Commissioners.b.
    
    The Board of Directors shall consist of at least three (3) members with the
following composition:
 (i)
    
    one President Director;(ii)
    
    one Vice President Director (if appointed); and(iii)
    
    one or more Directors.
 2.
    
    Eligible to be appointed as members of the Board of Directors shall be individual persons of
Indonesian citizenship who are capable of taking legal




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##### 



actions, unless in the period of five (5) years prior to their appointment, they have ever:
 a.
    
    been declared bankrupt;b.
    
    become members of the Board of Directors or members of the Board of
Commissioners or members of the Supervisory Board who are stated guilty of causing a
Company or Public State Corporation to be declared bankrupt; orc.
    
    been sentenced for committing an offence that harms the states and / or
BUMNs finance and / or relating to financial sector.
 3.
    
    The fulfillment of the requirements referred to in paragraph 2 of this Article shall be
proven by a statement signed by the prospective members of the Board of Directors and the
statement is kept by the Company.4.
    
    Besides fulfilling the requirements referred to in paragraph 2 of this Article, the
appointment of members of the Board of Directors shall be conducted by considering the
expertise, experience and other requirements based on the laws and regulations.




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##### 



5.
    
    The appointment of members of the Board of Directors who do not comply with the requirements
as referred to in paragraph 2 of this Article shall be null and void by law since the time
when other members of the Board of Directors or Board of Commissioners find out the
incompliance with such requirements.6.
    
    Besides the requirements in paragraph (2) of this Article, between members of the Board of
Directors and members of the Board of Commissioners, there shall be no family relationship up
to the third (3rd) degree, both in a direct line and a collateral line, or any
relation arising from marriage or any marital relationship (in-laws).In case of any occurrence of the condition referred to above, the General Meeting of
Shareholders shall be authorized to dismiss one of them.
 7.
    
    Members of the Companys Board of Directors shall be appointed from the candidates nominated
by the Holder of A DwiwarnaShare and have passed the nomination process based on the
provisions of the laws and the nomination shall bind the General Meeting of Shareholders.




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##### 



Members of the Board of Directors shall be appointed and dismissed by the General Meeting
of Shareholders, which must be attended by the Holder of A DwiwarnaShare and one or more
Shareholders who hold more than a half (1/2) of the total number of shares with valid
voting rights issued by the Company and the meeting resolution shall be approved by the
Holder of A DwiwarnaShare and one or more Shareholders holding more than a half (1/2) of
the total number of votes lawfully cast in the meeting.8.
    
    The term of office of each member of the Board of Directors shall be five (5) years effective
from the date of his appointment, unless the date of expiration of the term of office falls on
the day other than workday, such term of office shall expire on the next workday, one another
with due observance of the laws and regulations.After their term of office has expired, members of the Board of Directors may be
reappointed only for one (1) term of office by the General Meeting of Shareholders.




---



##### 



9.
    
    The provisions on the term of office of members of the Board of Directors shall be without
prejudice to the right of the General Meeting of Shareholders to dismiss members of the Board
of Directors at any time prior to the expiration of their term of office by specifying the
reason thereof.The reasons for dismissal as referred to above shall be among others, if such members of
the Board of Directors:
 a.
    
    are unable to meet their duties agreed in the management contract; orb.
    
    are unable to perform their duties properly; orc.
    
    do not carry out the provisions of the laws and regulations and / or the
provisions of the Articles of Association; ord.
    
    are involved in actions harming the Company and / or the State;e.
    
    are stated guilty by a Courts judgment that has become final and binding;f.
    
    have submitted a request of resignation.
 10.
    
    Besides the reason for dismissal of members of the Board of Directors as referred to above,
members of the Board of Directors may be dismissed by the




---



##### 



General Meeting of Shareholders based on other reasons considered appropriate by the
General Meeting of Shareholders in the Companys interest and purpose.11.
    
    The plan of dismissal of members of the Board of Directors as referred to in paragraph 9 of
this Article shall be notified by the Holder of A DwiwarnaShare to the Board of Directors
concerned in writing within no later than fourteen (14) days prior to the date of the General
Meeting of Shareholders.12.
    
    The decision of dismissal as referred to in paragraph 9 points a, b, c and d and paragraph 10
of this Article shall be made after the persons concerned have been given the opportunity to
defend themselves in the General Meeting of Shareholders. Such dismissal shall be effective
as of the conclusion of the General Meeting of Shareholders deciding such dismissal.13.
    
    The term of office of a person appointed to replace a member of the Board of Directors
dismissed at any time prior to the expiration of his term of office shall be for five (5)
years effective from the date




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##### 



14.
    
    If for any reasons whatsoever the position of a member of the Board of Directors is vacant,
such vacancy shall be filled at the latest in the next General Meeting of Shareholders.In so far the position is vacant and his successor is still not available or has not held
the position, another Director appointed based on decision of the Board of Directors
Meeting shall perform the Directors job with the same power and authority.The term of office of a person appointed to fill such vacancy shall be five (5) years
effective from the date of his appointment, unless the date of expiration of the term of
office falls on a day other than workday, then the term of office shall expire on the next
workday, one another with due observance of the laws and regulations.




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##### 



15.
    
    If for any reasons whatsoever the Company does not have the Board of Directors or the
positions of all members of the Board of Directors are vacant, the Board of Commissioners
shall temporarily take the management action.Within no later than sixty (60) days upon such vacancy, the Company shall hold a General
Meeting of Shareholders to fill the vacancy.16.
    
    Members of the Board of Directors may be suspended by the Board of Commissioners as regulated
in Article 20 paragraphs 8 to 12, if they act in conflict with these Articles of Association
or indicate to conduct actions harming the Company or neglect their duties or there is an
urgent reason for the Company.17.
    
    In case of additional number of members of the Board of Directors, the term of office of the
new members of the Board of Directors shall be five (5) years effective from the date of their
appointment, unless the date of expiration of the term of office falls on a day other than
workday, then the term of office shall expire on the next workday, one




---



##### 



another with due observance of the laws and regulations.18.
    
    A member of the Board of Directors shall be entitled to resign from his position by giving a
written notification regarding his intention to the Company with copy to the Holder of A
DwiwarnaShare, Board of Commissioners and other members of the Companys Board of Directors
no later than sixty (60) days prior to the date of his resignation.If the request of resignation does not specify the effective date of resignation and there
is no resolution of the General Meeting of Shareholders regarding such resignation, such
member of the Board of Directors shall effectively resign after the period of sixty (60)
days from the date of receipt of the request letter of resignation has lapsed.
 
    
    If any member(s) of the Board of Directors resign(s), causing the number of members of the
Board of Directors to become less than three (3) persons, such resignation shall be valid,
if it has been resolved by the General Meeting of




---



##### 



Shareholders and the new member(s) of the Board of Directors has/have been appointed in
order to meet the required minimum number of members of the Board of Directors.19.
    
    A member of the Board of Directors who resigns before or after his term of office has expired
may be requested to give accountability of his actions that has not been accounted to the
General Meeting of Shareholders.20.
    
    Members of the Board of Directors shall be given salary and other allowances, including
retirement benefit, which amounts are determined based on a resolution of a General Meeting of
Shareholders and such authority may be delegated by the General Meeting of Shareholders to the
Board of Commissioners. In case the authority of the General Meeting of Shareholders is
delegated to the Board of Commissioners, the amounts of salaries and allowances shall be
decided based on resolution of the Board of Commissioners meeting.21.
    
    The position of a member of the Board of Directors shall end, if:
 a.
    
    he dies;




---



##### 



b.
    
    his term of office has expired;c.
    
    he is dismissed based on a resolution of a General Meeting of Shareholders;d.
    
    he no longer complies with the requirements as member of the Board of
Directors based on the provisions of the Articles of Association and the laws and
regulations.e.
    
    he resigns based on the provision of paragraph 18.
 22.
    
    The provision referred to in paragraph 21 point d shall include, but not limited to
prohibited double positions.23.
    
    Members of the Board of Directors shall not serve other position concurrently as specified
hereunder:
 a.
    
    member of the Board of Directors in other State-Owned Enterprise,
Regional-Owned Enterprise or private company or other position conducting the
companys management;b.
    
    member of the Board of Commissioners / Supervisory Board in a State-Owned
Enterprise;c.
    
    other structural and functional position in the agency / institution of
central or regional government;




---



##### 



d.
    
    other position based on the provisions of the laws and regulations, member of
the management of political party and / or prospective / member of legislative and or
prospective regional head / regional deputy head; and ore.
    
    other position that may cause conflict of interests directly or indirectly
with the Company and / or conflicting with the laws and regulations.
 DUTIES AND AUTHORITIES OF THE BOARD OF DIRECTORS
Article 17
 1.
    
    The Board of Directors shall be assigned to take all actions relating to the Companys
management in the Companys interest and according to the Companys purpose and objective.2.
    
    Each member of the Board of Directors shall have the right and authority to act for and on
behalf of the Board of Directors to represent the Company in and outside the Court on any
matters and in any events, to bind the Company with other party and other party with the
Company, and to take all actions either regarding the management or




---



##### 



3.
    
    Each member of the Board of Directors shall, in good faith and with full responsibility,
perform his duties in the interest and for the business of the Company with due observance of
the laws and regulations.4.
    
    Each member of the Board of Directors shall be personally responsible for the Companys loss,
if he is guilty or fails to perform his duties based on the provisions of the laws and
regulations.However, the member of the Board of Directors may not be requested to give accountability
of the Companys loss, if he is able to prove that:
 a.
    
    the loss is not due to his fault or negligence;b.
    
    he has conducted the management in good faith and prudentially in the
interest and according to the purpose and objective of the Company;c.
    
    he has no conflict of interests, directly or indirectly, with the management
action causing a loss; and




---



##### 



d.
    
    has taken an action to prevent any occurrence or continuation of such loss.
 5.
    
    A member of the Board of Directors shall have no right to represent the Company, if:
 a.
    
    any case occurs in the Court between the Company and such member of the Board
of Directors; orb.
    
    such member of the Board of Directors has conflict of interests with the
Company.
 6.
    
    Actions of the Board of Directors that should obtain the written approval of the Board of
Commissioners:
 a.
    
    to buy and / or sell other companys shares through stock exchange exceeding
a certain number stipulated in decision of the Board of Commissioners;b.
    
    to conduct equity participation or dispose of equity participation in other
business entity not conducted through Stock Exchange and the amount exceeds that
stipulated in the decision of the Board of Commissioners;




---



##### 



c.
    
    to conduct establishment, merger, dissolution, acquisition, transfer,
separation and dissolution of subsidiary;d.
    
    to transfer, exchange, sell or buy business segments;e.
    
    to make license agreements and / or management contracts; regarding the terms
and conditions and the types of license agreement and / or management contract that
need the approval of the Board of Commissioners shall be regulated further in decision
of the Board of Commissioners.f.
    
    to conduct transfer of fixed assets and other assets owned by the Company of
the amount exceeding a certain amount stipulated in decision of the Board of
Commissioners;g.
    
    to write-off any bad debt and inventory of any non-productive goods, which
value exceeds a certain amount stipulated in decision of the Board of Commissioners;h.
    
    to bind the Company as guarantor (borgor avalist) causing the finance to
exceed a




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certain amount stipulated in decision of the Board of Commissioners;i.
    
    to receive or give medium / long-term loans and to receive short-term loans
that are not operational by nature, exceeding a certain amount stipulated in the
Companys work program and budget ratified in the decision of the Board of
Commissioners;j.
    
    to nominate members of the Board of Directors and / or Commissioners in the
subsidiaries:
 (i)
    
    which financial statements are consolidated with the
Companys; and(ii)
    
    which gives contribution of income of minimum thirty percent
(30%) of the Companys total consolidated operating income.




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Board of Commissioners signed by the President Commissioner and a member of the
Board of Commissioners based on the resolution of Board of Commissioners meeting.
 7.
    
    The Board of Directors action as referred to in paragraph 6 point a to point h above shall
first obtain the approval of the General Meeting of Shareholders in case the value of
investment / divestment to be conducted by the Company is material, namely meeting one of the
following two conditions:
 a.
    
    ten percent (10%) of the Companys revenue or another amount based on the
prevailing Capital Market regulation when the transaction is conducted;b.
    
    twenty percent (20%) of the Companys equity or other amount based on the
prevailing Capital Market regulation when the transaction is conducted.
 8.
    
    In taking the legal action to transfer, renounce right or encumber all or a part of the
Companys assets of the value exceeding fifty percent (50%) of the total Companys net assets
value, either in




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a single transaction or several independent or related transactions in one financial year,
the Board of Directors shall obtain the approval of the General Meeting of Shareholders
that is attended or represented by the shareholders having at least three fourths (3/4) of
the total number of shares with voting rights and approved by at least three fourths (3/4)
of the total number of votes cast in the meeting.
 Failing to reach the prescribed quorum in the meeting, at the earliest ten (10) days and at
the latest twenty-one (21) days after the first meeting, a second meeting may be held with
the same agenda as in the first meeting.The summons to the meeting shall be served no later than seven (7) days prior to the second
meeting excluding the date of summons and the date of meeting, and for the summons to such
meeting, prior notification / announcement shall not be required and such second meeting
shall be attended or represented by the shareholders who hold at least two thirds (2/3) of
the total number of shares with valid voting rights and approved by at least three




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fourths (3/4) of the total number of votes cast in the meeting.Failing to reach the quorum of the second meeting, at the Companys request a third meeting
may be held with the quorum of attendance, number of votes to pass resolutions, summons and
time to hold the Meeting to be determined by the authorized agency based on the laws and
regulations.9.
    
    Without prejudice to its responsibility, the Board of Directors shall also, for certain
actions, have the authority to appoint one or more persons as its proxy(ies) on the conditions
stipulated by the Board of Directors in a special power of attorney, such authority shall be
exercised pursuant to the Articles of Association.10.
    
    In carrying out their duties, members of the Board of Directors shall comply with the
Companys Articles of Association and the laws and regulations and shall perform the principle
of professionalism, efficiency, transparency, independency, accountability, responsibility and
fairness.




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11.
    
    The distribution of duties and authorities of each member of the Board of Directors shall be
stipulated based on any Resolution of the General Meeting of Shareholders and in case the
General Meeting of Shareholders fails to pass resolution pertaining thereto, the distribution
of duties and authorities of members of the Board of Directors shall be decided based on the
Board of Directors resolution.12.
    
    In administering and / or managing the Company, the Board of Directors shall comply with any
resolutions passed in the General Meeting of Shareholders and the Board of Commissioners in so
far they are not conflicting with the laws and regulations and / or these Articles of
Association.
 BOARD OF DIRECTORS MEETING
 Article 18
 1.
    
    The Board of Directors meeting may be held any time deemed necessary at the request of one or
more members of the Board of Directors or at the request of the Board of Commissioners meeting
or at the written request of one (1) or more shareholders




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##### 



jointly representing one tenth (1/10) or more of the total number of shares with voting
rights.2.
    
    The summons to the Board of Directors meeting shall be served by members of the Board of
Directors who are entitled to represent the Board of Directors pursuant to the provisions of
Article 17 paragraph (2) hereof.3.
    
    The summons to the Board of Directors meeting shall be served by registered mail or a letter
hand-delivered to each member of the Board of Directors against receipt or by facsimile or
other electronic media at least three (3) days prior to the meeting, without calculating the
date of summons and the date of meeting.In case the matters to be discussed need to be immediately settled, the period of summons
may be shortened to no less than one (1) day, without calculating the date of summons and
the date of meeting.4.
    
    The meeting summons shall specify the agenda, date, time and place of meeting.




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5.
    a.
    
    The Board of Directors meeting shall be held in the Companys domicile or the Companys
place of main business activity.
If all members of the Board of Directors are present or represented, such prior
summons shall not be required and the Board of Directors meeting may be held
anywhere in the territory of the Republic of Indonesia and the meeting shall be
entitled to pass valid and binding resolutions.
 b.
    
    The Board of Directors meeting as referred to in point a may be held by video
conference or any other electronic media that enables all meeting participants to see
and hear each other directly and to participate in the Meeting, and with respect
thereto, all participants shall be considered present to determine the fulfillment of
the required quorum and voting or passing of resolution.The minutes of the Meeting held by video conference or any other electronic media
shall be prepared in writing and circulated to all participating members of the
Board of Directors




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##### 



to be approved and signed.
 6.
    
    The Board of Directors meeting shall be chaired by the President Director. In case the
President Director is prevented or absent for any reason whatsoever, of which impediment no
evidence to any third party shall be required, the Board of Directors meeting shall be chaired
by Vice President Director. In case the Vice President Director is prevented or absent for
any reason whatsoever, of which impediment no evidence to any third party shall be required or
in case no Vice President Director is appointed, the Board of Directors meeting shall be
chaired by another member of the Board of Directors appointed by the Board of Directors
meeting.7.
    
    A member of the Board of Directors meeting may be represented in the Board of Directors
meeting only by another member of the Board of Directors by virtue of power of attorney
provided exclusively for such purpose.8.
    
    A member of the Board of Directors may only represent another member of the Board of
Directors.




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9.
    
    In other agenda items, the Board of Directors meeting shall not be entitled to pass
resolutions, unless all members of the Board of Directors or their legal representatives are
present and approve the additional items of meeting agenda and approve the decision on the
additional items of meeting agenda.10.
    
    The Board of Directors meeting shall be valid and entitled to pass valid and binding
resolutions, if more than a half (1/2) of the number of members of the Board of Directors are
present or represented legally in the meeting.11.
    
    The resolutions of the Board of Directors meeting shall be passed in deliberation for a
consensus.
Failing this mode of settlement, the resolution shall be passed by voting based on the
majority affirmative votes of the number of votes cast in the meeting.12.
    
    In a tie vote, the meeting Chairman shall have a casting vote with due observance of the
provision on accountability referred to in Article 17 paragraph 4.




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13.
    a.
    
    Each member of the Board of Directors who is present shall be entitled to cast one (1)
vote and one (1) extra vote for each other member of the Board of Directors he so represents.
 b.
    
    Voting on individuals shall be conducted by unsigned folded ballots, while on
other matters shall be verbally, unless the meeting Chairman decides otherwise without
any objection of the meeting participants.c.
    
    Each member of the Board of Directors who is present or represented in the
meeting shall give or cast vote.In case a member of the Board of Directors does not give any vote (being abstain),
such member of the Board of Directors shall observe and be responsible for any
resolution of the meeting.d.
    
    Invalid votes shall be considered invalidly cast and deemed non-existent and
shall not be counted to determine the number of votes cast.
 14.
    
    In any Board of Directors meeting, meeting minutes containing any matters discussed,
including statement of disapproval / dissenting opinions




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##### 



among members of the Board of Directors, if any, and any resolved matters shall be
prepared.
 15.
    
    The meeting minutes as referred to in paragraph 14 of this Article shall be signed by the
meeting Chairman and all members of the Board of Directors who are present in the meeting.16.
    
    The Board of Directors may also pass valid resolutions without holding a Board of Directors
meeting, provided, however, that all members of the Board of Directors give their approval in
writing by signing the submitted proposal.The resolutions passed in such a manner shall have the same legal force and effect as any
resolutions validly passed in the Board of Directors meeting.
 BOARD OF COMMISSIONERS
 Article 19
 1.
    a.
    
    The Board of Commissioners shall consist of at least two (2) members, one of them shall be
appointed as the President Commissioner.
 b.
    
    The Board of Commissioners is a panel and each member of the Board of
Commissioners may not act individually, instead based on the Board of




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##### 



Commissioners resolution.
 c.
    
    The Company shall have an Independent Commissioner who meets the requirements
based on the laws and regulations in Capital Market in Indonesia.
 2.
    
    Eligible to be appointed as members of the Board of Commissioners shall be individual persons
of Indonesian citizenship who are capable of taking legal actions, unless in the period of
five (5) years prior to their appointment, they have ever:
 a.
    
    been declared bankrupt;b.
    
    become members of the Board of Directors or members of the Board of
Commissioners or members of the Supervisory Board who are stated guilty of causing a
Company or Public State Corporation to be declared bankrupt; orc.
    
    been sentenced for committing an offence that harms the states and / or
BUMNs finance and / or relating to financial sector.
 3.
    
    Besides fulfilling the requirements referred to in paragraph 2 of this Article, the
appointment of members of the Board of Commissioners shall be conducted by considering the
integrity, dedication,




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##### 



understanding on the companys management issues relating to one of management functions,
that they have the adequate knowledge in the Companys business line and are able to give
adequate time for performing their duties and other requirements based on the laws and
regulations.
 4.
    
    The appointment of members of the Board of Commissioners failing to comply with the
requirements referred to in paragraph 2 of this Article shall be null and void by law since
the time when other members of the Board of Commissioners or Board of Directors find out the
non-fulfillment of such requirements.5.
    
    Members of the Companys Board of Commissioners shall be appointed from Indonesian Citizens
who meet the requirements pursuant to the laws and regulations. Between members of the Board
of Commissioners and between members of the Board of Commissioners and members of the Board of
Directors, there shall be no family relationship up to the third (3rd) degree, both
in a direct line and a collateral line, or any marital relationship.
In case of any occurrence of the condition referred




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##### 



to above, the General Meeting of Shareholders shall be authorized to dismiss one of them.
 6.
    
    The appointment of members of the Board of Commissioners shall not be at the same time with
the appointment of members of the Board of Directors.7.
    
    Members of the Board of Commissioners shall be appointed by the General Meeting of
Shareholders of the candidates nominated by the Holder of A DwiwarnaShare. Such nomination
shall bind the General Meeting of Shareholders.Members of the Board of Commissioners shall be appointed and dismissed by the General
Meeting of Shareholders, which must be attended by the Holder of A DwiwarnaShare and one
or more Shareholders who hold more than a half (1/2) of the total number of shares with
valid voting rights issued by the Company and the meeting resolution shall be approved by
the Holder of A DwiwarnaShare and one or more Shareholders holding more than a half
(1/2) of the total number of votes lawfully cast in the meeting.




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##### 



8.
    
    The term of office of each member of the Board of Commissioners shall be five (5) years
effective from the date of their appointment, unless the date of expiration of the term of
office falls on the day other than workday, such term of office shall expire on the next
workday, one another with due observance of the laws and regulations.9.
    
    The conditions on the term of office of members of the Board of Commissioners shall be
without prejudice to the right of the General Meeting of Shareholders to dismiss members of
the Board of Commissioners at any time prior to the expiration of their term of office. Such
dismissal may be conducted, if such members of the Board of Commissioners, among others:
 a.
    
    are unable to perform their duties properly;b.
    
    do not carry out the provisions of the laws and regulations or the provisions
of the Articles of Association; orc.
    
    are involved in actions harming the Company or the state;
 10.
    
    The plan of dismissal of members of the Board of Commissioners shall be notified by the
Holder of




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##### 



A DwiwarnaShare to the members of the Board of Commissioners concerned verbally or in
writing within no later than fourteen (14) days prior to the date of the General Meeting of
Shareholders.11.
    
    Members of the Board of Commissioners who will be dismissed shall be given the opportunity to
be present in the General Meeting of Shareholders to defend themselves. Such dismissal shall
be effective as of the conclusion of the General Meeting of Shareholders deciding such
dismissal.12.
    
    The term of office of a person appointed to replace a member of the Board of Commissioners
dismissed at any time prior to the expiration of his term of office shall be for five (5)
years effective from the date of their appointment, unless the date of expiration of the term
of office falls on the day other than workday, such term of office shall expire on the next
workday, one another with due observance of the laws and regulations.13.
    
    After their term of office has expired, members of the Board of Commissioners may be
reappointed only for one (1) term of office by the General Meeting of Shareholders.




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##### 



14.
    
    Members of the Board of Commissioners shall be given salary / honorarium and / or allowances,
including retirement benefit, which amounts shall be decided by the General Meeting of
Shareholders.15.
    
    Members of the Board of Commissioners shall not be allowed to hold any concurrent positions
as:
 a.
    
    members of the Board of Directors in State-Owned Enterprises, Regional-Owned
Enterprises, Private-Owned Enterprises;b.
    
    other positions based on the provisions of the laws and regulations,
management members of political parties and / or prospective / members of legislative
and or prospective regional heads / regional deputy heads; and / orc.
    
    other positions that may cause conflict of interests.
 16.
    
    If for any reasons whatsoever the position of a member of the Board of Commissioners is
vacant, such vacancy shall be filled at the latest in the next General Meeting of
Shareholders, except the number of members of the Board of Commissioners becomes less than two
(2) persons, in such case the




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##### 



General Meeting of Shareholders shall be held within sixty (60) days since such vacancy to
fill such vacancy.The term of office of a person appointed to fill such vacancy shall be five (5) years
effective from the date of their appointment, unless the date of expiration of the term of
office falls on a day other than workday, then the term of office shall expire on the next
workday, one another with due observance of the laws and regulations.
 17.
    
    In case of additional number of members of the Board of Commissioners, the term of office of
the new members of the Board of Commissioners shall be five (5) years effective from the date
of their appointment, unless the date of expiration of the term of office falls on a day other
than workday, then the term of office shall expire on the next workday, one another with due
observance of the laws and regulations.18.
    
    A member of the Board of Commissioners shall be entitled to resign from his position by
giving a written notification regarding his intention to the Company with copy to the Holder
of A Dwiwarna




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##### 



Share, Board of Commissioners and other members of the Companys Board of Directors no
later than sixty (60) days prior to the date of his resignation.If the request of resignation does not specify the effective date of resignation and there
is no resolution of the General Meeting of Shareholders regarding such resignation, such
member of the Board of Commissioners shall effectively resign after the period of sixty
(60) days from the date of receipt of the request letter of resignation has lapsed.
 
    
    If any member(s) of the Board of Commissioners resign(s), causing the number of members of
the Board of Commissioners to become less than two (2) persons, such resignation shall be
valid, if it has been resolved by the General Meeting of Shareholders and the new member(s)
of the Board of Commissioners has / have been appointed in order to meet the required
minimum number of members of the Board of Commissioners.
 19.
    
    The position of a member of the Board of Commissioners shall end, if:




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##### 



a.
    
    his term of office has expired;b.
    
    he resigns based on the provision of paragraph 18.c.
    
    he no longer complies with the requirements of the laws and regulations.d.
    
    he dies;e.
    
    he is dismissed based on the General Meeting of Shareholders;
 DUTIES AND AUTHORITIES OF THE BOARD OF COMMISSIONERS
 Article 20
 1.
    
    The Board of Commissioners shall:
 a.
    
    conduct supervision of the Companys management policy conducted by the Board
of Directors and give advice to the Board of Directors, including the Companys
development plan, work program and annual budget, the implementation of the provisions
of the Companys Articles of Association and resolutions of the General Meeting of
Shareholders and the laws and regulations in consideration of the Companys interest.




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##### 



b.
    
    perform the duties, authorities and responsibilities pursuant to the
provisions of the Companys Articles of Association and resolutions of the General
Meeting of Shareholders;c.
    
    study carefully and sign the annual report prepared by the Board of
Directors.
 2.
    
    In connection with the duties of the Board of Commissioners as referred to in paragraph 1 of
this Article, the Board of Commissioners shall be required to:
 a.
    
    give opinion and recommendation to the Annual General Meeting of Shareholders
on periodical reports and other reports of the Board of Directors;b.
    
    supervise the implementation of the Companys work program and budget
(including investment budget) for the preceding financial year and present the result
of its evaluation and opinion to the Annual General Meeting of Shareholders.c.
    
    follow the Companys activity development and in case the Company gives an
indication of




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##### 



slowing-down, it shall immediately request the Board of Directors to announce it to
the shareholders and give recommendation on any correction measures to be taken;
 d.
    
    give opinion and recommendation to the General Meeting of Shareholders on any
other issues deemed significant for the Companys management;e.
    
    propose to the General Meeting of Shareholders, through the Board of
Directors, for appointment of the public accountant firm to conduct audit on the
Companys financial statements, including internal control audit on financial
reporting, based on the provisions put in place by the Capital Market authority, where
the Companys shares are registered and / or listed;f.
    
    give reports on the supervision duty conducted during the financial year that
has just passed to the General Meeting of Shareholders;g.
    
    conduct other supervision duties stipulated by the General Meeting of
Shareholders.




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##### 



3.
    
    Members of the Board of Commissioners may not be requested to give accountability for the
Companys loss, if they are able to prove that they:
 a.
    
    have conducted supervision in good faith and prudentially in the Companys
interest and according to the Companys purpose and objective;b.
    
    have no personal interest, directly or indirectly, in the management actions
of the Board of Directors causing such loss; andc.
    
    have given advice to the Board of Directors to prevent such loss from
occurring or continuing.
 4.
    
    Members of the Board of Commissioners, jointly as well as severally at any time during the
Companys office hours shall be entitled to enter the buildings and premises or other places
used or controlled by the Company and to examine all account books, documents and other
instruments of proof, inventory of goods, to examine and verify the condition of cash and any
other securities, and to know all actions taken by the Board of Directors.




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##### 



5.
    
    In performing its duties, the Board of Commissioners may request the assistance of an expert
for a limited term and establish a Committee required according to the need or the laws and
regulations and on the Companys expense.6.
    
    The Board of Commissioners shall arrange job distribution amongst them, and in order to
expedite their job, they may be assisted by a secretary whom they appoint.7.
    
    The Board of Directors or each member of the Board of Directors shall give explanation on any
matters inquired by members of the Board of Commissioners or the expert assisting them.8.
    
    The Board of Commissioners shall at any time be entitled to suspend one or more members of
the Board of Directors from their positions, if such member(s) act(s) in conflict with these
Articles of Association and the laws and regulations or neglect(s) his / their duties or for
any urgent reasons of the Company.9.
    
    Such suspension shall be notified to the person(s) concerned with the reason for such action.




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##### 



10.
    
    Within no later than forty-five (45) days after such suspension, the Board of Commissioners
shall hold a General Meeting of Shareholders that will decide whether the relevant member(s)
of the Board of Directors will be permanently dismissed or reinstated to his / their former
position, while such dismissed member(s) of the Board of Directors shall be given an
opportunity to be present to defend himself / themselves.11.
    
    The meeting referred to in paragraph 10 of this Article shall be chaired by the President
Commissioner and if he is absent, of which impediment no evidence to any third party shall be
required, the meeting shall be chaired by another member of the Board of Commissioners
appointed for such purpose by the meeting and if no member of the Board of Commissioners is
present, the meeting shall be chaired by a person selected by and from those present and the
summons shall be served based on the provisions contained in Article 13 hereof.12.
    
    If the General Meeting of Shareholders referred to in paragraph 10 of this Article is not
held within forty-five (45) days upon the suspension, the




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##### 



suspension shall be automatically null and void by law and the person(s) concerned shall be
entitled to resume his / their former position.
 BOARD OF COMMISSIONERS MEETING
 Article 21
 1.
    
    Any resolutions of the Board of Commissioners shall be passed in a Board of Commissioners
meeting, to which the Board of Commissioners may invite the Board of Directors.2.
    
    A Board of Commissioners meeting may be held at least once in a month or at any time deemed
necessary by one or more members of the Board of Commissioners or at the written request of
the Board of Directors meeting or at the request of one (1) or more shareholders holding at
least one tenth (1/10) of the total number of shares with valid voting rights.3.
    
    The summons to a Board of Commissioners meeting shall be served in writing by the President
Commissioner or by a member of the Board of Commissioners appointed by the President
Commissioner.




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##### 



4.
    
    The summons to a Board of Commissioners Meeting shall be served to each member of the
Commissioners by registered mail or hand-delivered against a proper receipt or by facsimile or
any other electronic media, which shall be immediately confirmed by registered mail at least
three (3) days and in any urgent case at least one (1) day prior to the meeting without
calculating the date of summons and the date of meeting.5.
    
    The summons to the Meeting as referred to in paragraph 3 of this Article shall contain the
agenda, date, time and place of the meeting.6.
    
    A Board of Commissioners meeting shall be considered valid if it is held in the Companys
domicile or at the place of its main business activity in the territory of the Republic of
Indonesia.7.
    
    A Board of Commissioners meeting held in a place other than that specified in paragraph 5 of
this Article shall be considered valid and may pass resolutions, if it is held within the
territory of the Republic of Indonesia and attended by all members of the Board of
Commissioners.




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##### 



8.
    
    The summons to the meeting shall not be required if all members of the Board of Commissioners
are present in the meeting.9.
    
    A Board of Commissioners meeting may be held by video conference or any other means that
enables all meeting participants to hear each other and participate in the Meeting and
pursuant thereto, all participants shall be considered present to determine the fulfillment of
the required quorum and voting or resolutions.Minutes for a Board of Commissioners meeting held by video conference or any other similar
types of communication means shall be prepared in writing and circulated to all
participating members of the Board of Commissioners to be examined and approved.10.
    
    A Board of Commissioners meeting shall be presided over by the President Commissioner, in
case the President Commissioner is unable to be present or prevented, of which impediment no
evidence to any third party shall be required, the meeting shall be presided over by another
member of the Board of Commissioners appointed by and from amongst members of the Board of
Commissioners present.




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##### 



11.
    
    A member of the Board of Commissioners may be represented in a Board of Commissioners meeting
only by another member of the Board of Commissioners by virtue of power of attorney especially
made for such a purpose.12.
    
    A Board of Commissioners meeting shall be authorized and entitled to pass binding resolutions
only if more than a half (1/2) of members of the Board of Commissioners are present or
represented in the meeting.13.
    
    Any resolutions in a Board of Commissioners meeting shall be passed in deliberation for a
consensus.14.
    
    Failing such mode of settlement, the resolutions shall be passed by voting based on the
majority affirmative votes of the total votes cast in the meeting.15.
    
    In a tie vote, the meeting Chairman shall have a casting vote with due observance of the
provision on accountability referred to in Article 20 paragraph 3 hereof.16.
    
    Each member of the Board of Commissioners shall be entitled to cast one (1) vote plus one (1)
extra




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##### 



vote for another member of the Board of Commissioners he so represents.
 17.
    
    Voting on individuals shall be conducted by unsigned folded ballots, while on any other
matters shall be verbally, unless the meeting Chairman decides otherwise without any objection
based on the majority votes of the meeting participants.18.
    
    Any member of the Board of Commissioners who is present or represented in the meeting shall
give or cast vote.In case a member of the Board of Commissioners does not give any vote (being abstain), such
member of the Board of Commissioners shall observe and be responsible for any resolution of
the meeting.19.
    
    Invalid votes shall be considered non-existent and shall not be counted to determine the
number of votes cast in the meeting.20.
    
    In any Board of Directors meeting, meeting minutes containing any matters discussed,
including statement of disapproval / dissenting opinions among members of the Board of
Directors, if any, and any resolved matters shall be prepared.




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##### 



21.
    
    The meeting minutes as referred to in paragraph 20 of this Article shall be signed by the
meeting Chairman and a member of the Board of Commissioners present in the meeting.22.
    
    The resolutions may also be passed in lieu of a Board of Commissioners meeting, provided,
however, that all members of the Board of Commissioners have been notified regarding the
proposed resolutions and all members of the Board of Commissioners have given their approval
as evidenced by their signed consent.The resolutions passed in such a manner shall have the same legal force and effect as
resolutions validly passed in a Board of Commissioners meeting.23.
    
    A Board of Commissioners meeting, in miscellaneous items of the agenda, shall not be entitled
to pass any resolutions, unless all members of the Board of Commissioners or their authorized
representatives are present and approve the additional items of meeting agenda.




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COMPANYS WORK PROGRAM AND BUDGET
 Article 22
 1.
    
    The Board of Directors shall prepare the Companys Work Program and Budget for each financial
year, at least containing:
 a.
    
    The Companys mission, business target, business strategy, policy and
work/activity program;b.
    
    The Companys budget specified in details with respect to each work/activity
program budget;c.
    
    The financial projection of the Company and its subsidiaries;d.
    
    The work program of the Board of Commissioners.
 2.
    
    The design of the Companys Work Program and Budget signed by all members of the Board of
Directors shall be submitted by the Board of Directors to the Board of Commissioners no later
than sixty (60) days before the relevant financial year of the Companys Work Program and
Budget in order to obtain the Board of Commissioners approval.3.
    
    The design of the Companys Work Program and Budget shall be approved by the Board of
Commissioners no




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##### 



later than December prior to the commencement of the Companys new financial year.4.
    
    In case the design of the Companys Work Program and Budget has not yet been submitted by the
Board of Directors and/or the Companys Work Program and Budget has not yet been approved
within the period as referred to in paragraph 3 of this Article, the Companys Work Program
and Budget of the preceding year shall apply.5.
    
    The Board of Directors shall prepare the Companys business activity plan for the next five
(5) years articulated in the Companys Long-Term Plan (RJPP) and submitted to the Board of
Commissioners for approval.Any change of the Companys Long-Term Plan (RJPP) shall be made by the Board of Directors
according to the business development and/or a change of assumption, to be subsequently
submitted to the Board of Commissioners for approval.




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FINANCIAL YEAR AND ANNUAL REPORT
 Article 23
 1.
    
    The Companys financial year shall commence from the first (1st) day of January
and end on the thirty-first (31st) day of December of the same year.At the end of December each year, the Companys books shall be closed.2.
    
    The Board of Directors shall submit an annual report to a General Meeting of Shareholders
after review by the Board of Commissioners within no later than six (6) months after the
Companys financial year ends, based on the laws and regulations, it then shall be signed by
all incumbent members of the Board of Directors and incumbent members of Board of
Commissioners in the relevant financial year to be submitted to and to obtain the approval and
ratification in the Annual General Meeting of Shareholders.3.
    
    In case there are any members of the Board of Directors and Board of Commissioners who do not
sign the annual report, they shall specify the reasons in writing, which shall be stated by
the




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Board of Directors in a separate letter attached to the annual report.4.
    
    In case there are any members of the Board of Directors or Board of Commissioners who do not
sign the annual report as referred to in paragraph 2 of this Article and not give the reasons
in writing, they shall be considered approving the content of the annual report.5.
    
    The annual report audited by a Public Accountant registered in the Capital Market and
Financial Institution Supervisory Agency should have been made available in the Companys
Office no later than the date of summons to the Annual General Meeting of Shareholders to be
examined by the shareholders.6.
    
    The Company shall announce the balance sheet and profit and loss statement in two (2) daily
newspapers in the Indonesian language having wide circulation in the territory of the Republic
of Indonesia based on the provisions of the laws and regulations in capital market and the law
of limited liability companies.




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7.
    
    The Annual Report as referred to in paragraph 2 shall contain at least:
 a.
    
    the financial statements consisting of the balance sheet of the end of
financial year that has just passed in comparison with that of the preceding financial
year, profit and loss statement of the relevant financial year, cash flow statement,
and statement of equity change, and note on the financial statements;b.
    
    the report on the Companys activities;c.
    
    the report of implementation of Social and Environment Responsibilities, and
Partnership and Environment Advancement Program (if any);d.
    
    the detailed problems arising during the financial year that affect the
Companys business activity;e.
    
    the report on the supervisory duties assumed by the Board of Commissioners
during the financial year that has just passed;f.
    
    the names of members of the Board of Directors and members of the Board of
Commissioners;g.
    
    the salaries and allowances/facilities for members of the Board of Directors
and members




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of the Board of Commissioners of the Company for the year that has just passed.
 REPORTING
 Article 24
 1.
    
    The Board of Directors shall prepare and submit to the Board of Commissioners periodical
reports containing the implementation of the Companys Work Program and Budget.2.
    
    The periodical reports referred to in paragraph (1) of this Article cover monthly reports,
quarterly reports and annual reports.3.
    
    Besides the periodical reports as referred to in paragraph (2) of this Article, the Board of
Directors may also give special reports to the Board of Commissioners.4.
    
    The periodical reports and any other reports referred to in paragraphs (1) and (3) of this
Article shall be submitted with the form, content and procedure of compilation based on the
provisions of the laws and regulations.5.
    
    The Board of Directors shall submit quarterly reports to the Board of Commissioners no later
than




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thirty (30) days upon expiration of the quarterly period.6.
    
    The quarterly reports as referred to in paragraph 5 of this Article shall be signed by all
members of the Board of Directors.7.
    
    In case there are members of the Board of Directors who do not sign the quarterly reports
referred to in paragraph 6 of this Article, they shall specify the reasons in writing.
 APPROPRIATION OF PROFIT
 Article 25
 1.
    
    The Board of Directors shall submit a proposal to an Annual General Meeting of Shareholders
regarding the appropriation of the Companys net profit in one financial year as specified in
the Financial Statements ratified by the Annual General Meeting of Shareholders. The proposal
may state the amount of net income that has not been distributed and will be appropriated as
reserve funds referred to in Article 26 hereunder, and the proposal of the amount of dividends
that may be distributed, one




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##### 



another without prejudice to the right of a General Meeting of Shareholders to decide
otherwise.2.
    
    In case the Annual General Meeting of Shareholders does not decide any other appropriation,
the net profit shall, after deduction by the reserve funds required by the laws and
regulations and Articles of Association, be distributed as dividends.3.
    
    The dividends referred to in paragraph 2 of this Article may be distributed only if the
Company has a positive profit balance.The dividend for one share shall be paid to the person in whose name the share is
registered in the Register of Shareholders on a workday to be prescribed by or on the
authority of a General Meeting of Shareholders in which a resolution for dividend
distribution is passed.The day of payment shall be announced by the Board of Directors to all shareholders.Article 13 paragraph 2 shall apply mutatis mutandis to such announcement.4.
    
    If the profit and loss account in a financial year indicates a loss unable to cover by the
reserve fund, the loss shall remain recorded and entered in




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the profit and loss account and in the following financial year the Company
shall be deemed to make no profit in so far the loss recorded and entered in
the profit and loss account has not been completely cover, as such without
prejudice to the provisions of the laws and regulations.
 5.
    a.
    
    The Company may distribute interim dividends
before the Companys financial year ends
based on a resolution of the Board of
Directors meeting at the approval of the
Board of Commissioners in consideration of
the projected profit earnings and the
financial capacity of the Company.b.
    
    In case after the financial year has ended the Company obviously suffers a
loss, any distributed interim dividends shall be refunded by the shareholders to the
Company.c.
    
    The Board of Directors and Board of Commissioners shall be jointly and
severally responsibility for the Companys loss, in case the shareholders are unable
to refund the interim dividends.




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6.
    
    The Company may give percentage of profits to members of the Board of Directors and Board of
Commissioners and bonuses to employees, in case the Companys performance increases as evident
from the passing of the prescribed target.The percentage of profits given to members of the Board of Directors and Board of
Commissioners and the bonuses to employees may be given if they have been budgeted and
calculated as an expense.7.
    
    If the percentage of profits to members of the Board of Directors and Board of Commissioners
and bonuses to employees are not budgeted and not calculated as an expense in the current
year, the Company may give percentage of profits to members of the Board of Directors and
Board of Commissioners and bonuses to employees from the net profit.8.
    
    The profit distributed as dividends left unclaimed within five (5) years after it is
available for payment shall be entered in the reserve fund especially allocated for such a
purpose.The dividends in the special reserve fund may be claimed by the entitled shareholders
before the




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period of 10 years has lapsed by presenting the proof of their right to the dividends
acceptable to the Companys Board of Directors. Any dividends left unclaimed after such
period has lapsed shall accrue to the Company.
 APPROPRIATION OF RESERVE FUND
 Article 26
 1.
    
    The Company having the positive profit balance shall set aside a certain amount of the net
profit in each financial year to create a required reserve and any other reserves.2.
    
    The allowance of net profit for the required reserve referred to in paragraph 1 of this
Article shall be conducted until the reserve has reached at least twenty (20%) percent of the
total subscribed and paid-up capital.3.
    
    The required reserve referred to in paragraph 1 of this Article that has not reached the
amount referred to in paragraph 2 of this Article may be used only to cover the Companys loss
unable to cover by any other reserves.




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4.
    
    If the required reserve fund referred to in paragraph 1 of this Article has exceeded the
twenty percent (20%) amount, a General Meeting of Shareholders may decide that the excess of
the reserve fund be used for the Companys requirement.A part of the profit set aside for any other reserve fund shall be determined by a General
Meeting of Shareholders after having considered the Board of Directors proposal (if any)
with due observance of the laws and regulations.5.
    
    The Board of Directors shall manage the reserve fund in order to generate a profit in a
manner it deems appropriate at the approval of the Board of Commissioners with due observance
of the laws and regulations.6.
    
    Any interest and other profits earned from the reserve fund shall be entered in the Companys
profit and loss account.
 AMENDMENT TO ARTICLES OF ASSOCIATION
 Article 27
 1.
    
    Amendment to the Articles of Association shall be decided by a General Meeting of
Shareholders.




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2.
    
    The General Meeting of Shareholders with the agenda for amendment to the Articles of
Association may be held, if it is attended by the Holder of A Dwiwarnashare and any other
shareholders or their authorized proxies jointly representing at least two thirds (2/3) of the
total number of issued shares with voting rights, and the resolution shall be valid if it is
approved by the Holder of A Dwiwarnashare and any other shareholders or their authorized
proxies jointly representing at least two thirds (2/3) of the total number of votes cast in
the meeting.3.
    
    The amendment to the Articles of Association shall be made in a Notarial deed in the
Indonesian language.4.
    
    The amendment to the provisions of the Articles of Association pertaining to any change of
the Companys name and/or domicile, purpose and objective and business activity, duration,
amount of authorized capital, reduction of subscribed and paid-up capital, and/or alteration
to the Companys status from private to public Company or vice versa, shall be subject to the
approval of the




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Minister having the duty and responsibility in Law and Human Rights affairs.5.
    
    The amendment to articles of association not contained in a deed of meeting minutes drawn up
by a notary shall be articulated in a notarial deed no later than thirty (30) days effective
from the date of resolution of the General Meeting of Shareholders.6.
    
    The request for approval of the amendment to articles of association and the notification on
the amendment to articles of association shall be submitted to the Minister having the duty
and responsibility in the Law and Human Rights affairs no later than thirty (30) days
effective from the date of notarial deed containing the amendment to the articles of
association and registered at the Companies Registry.7.
    
    Any amendment to Articles of Association other than those concerning the matters specified in
paragraph 4 of this Article shall be adequately notified by the Board of Directors to the
Minister having the duty and responsibility in the Law and Human Rights affairs.




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8.
    
    Failing to reach the quorum of attendance as referred to in paragraph 2 of this Article, at
the earliest ten (10) days and at the latest twenty-one (21) days after the first meeting, a
second meeting may be held with the same agenda and the same conditions as those required for
the first meeting, except for the quorum of attendance and period of summons that shall be
served no later than seven (7) days prior to the second meeting without calculating the date
of summons and the date of meeting and with respect to the summons to the meeting, no prior
notice/announcement shall be required.9.
    
    The second meeting as referred to in paragraph 8 of this Article shall be authorized and
entitled to pass resolutions, if the General Meeting of Shareholders is attended or
represented by the Holder of A Dwiwarnashare and any other shareholders or their authorized
proxies jointly representing at least three fifths (3/5) of the total number of shares with
voting rights, and the resolution shall be valid if it is approved by the Holder of A
Dwiwarnashare and any other




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##### 



shareholders or their authorized proxies jointly representing at least two thirds (2/3) of
the total number of votes validly cast in the meeting.Failing to reach the second meeting quorum, a third meeting may be held at the Companys
request with the quorum of attendance, number of votes to pass resolutions, summons and
time to hold the Meeting to be determined by the authorized agency based on the laws and
regulations.10.
    
    The resolution regarding capital reduction shall be informed in writing to the Companys
entire creditors and announced by the Board of Directors in the State Gazette of the Republic
of Indonesia and in at least two (2) daily newspapers in the Indonesian language having wide
circulation in the territory of the Republic of Indonesia and in one (1) daily newspaper in
the English language no later than seven (7) days as of the date of resolution on capital
reduction.




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MERGER, CONSOLIDATION, ACQUISITION, SEPARATION
 Article 28
 1.
    
    With due observance of the provisions of the laws and regulations in Capital Market in
Indonesia, a merger, consolidation, acquisition and separation may be conducted only based on
a resolution of a General Meeting of Shareholders attended by the Holder of A Dwiwarnashare
and any other shareholders or their authorized proxies jointly representing at least three
fourths (3/4) of the total number of shares with voting rights and the resolution shall be
approved by the Holder of A Dwiwarnashare and any other shareholders or their authorized
proxies jointly representing at least three fourths (3/4) of the total number of votes validly
cast in the meeting.2.
    
    Failing to reach the prescribed quorum in the meeting referred to in paragraph 1, at the
earliest ten (10) days and at the latest twenty-one (21) days after the first meeting, a
second meeting may be held in the same manner as that of the first meeting. The summons to
the meeting shall be served no later than seven (7) days prior to the




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second meeting excluding the date of summons and the date of meeting and with respect to
the summons to the meeting, no prior notice/announcement shall have been served and the
second meeting shall be attended by the Holder of A Dwiwarnashare and any other
shareholders or their authorized proxies jointly representing at least two thirds (2/3) of
the total number of shares with voting rights and the resolution shall be approved by the
Holder of A Dwiwarnashare and any other shareholders or their authorized proxies jointly
representing at least three fourths (3/4) of the total number of votes cast in the meeting.Failing to reach the second meeting quorum, a third meeting may be held at the Companys
request with the quorum of attendance, number of votes to pass resolutions, summons and
time to hold the Meeting to be determined by the authorized agency based on the laws and
regulations.3.
    
    The Board of Directors shall announce in at least one (1) daily newspaper in the Indonesian
language having wide circulation in the territory of the Republic of Indonesia and in one (1)
daily




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##### 



newspaper in the English language the companys plan of merger, consolidation, acquisition
and separation at the latest thirty (30) days prior to the summons to the General Meeting
of Shareholders.4.
    
    The merger, consolidation, acquisition, separation and alteration to the form of legal entity
shall be made in a Notarial deed in the Indonesian language.5.
    
    The provision referred to in Article 15 paragraph 1 point e on the prescription of quorum for
the third General Meeting of Shareholders shall mutatis mutandis apply to General Meetings of
Shareholders covered in this Article.
 DISSOLUTION AND LIQUIDATION
 Article 29
 1.
    
    With due observance of the provisions of the laws and regulations, the Companys dissolution
may be conducted only based on a resolution of a General Meeting of Shareholders attended by
the Holder of A Dwiwarnashare and any other shareholders or their authorized proxies
jointly representing at least three fourths (3/4) of the total number of shares with voting
rights and the resolution shall




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##### 



be approved by the Holder of A Dwiwarnashare and any other shareholders or their
authorized proxies jointly representing at least three fourths (3/4) of the total number of
votes validly cast in the meeting.2.
    
    Failing to reach the prescribed quorum in the meeting referred to in paragraph 1, at the
earliest ten (10) days and at the latest twenty one (21) days after the first meeting, a
second meeting may be held with the same agenda as the first meetings.3.
    
    The summons to the meeting shall be served no later than seven (7) days prior to the second
meeting excluding the date of summons and the date of meeting and with respect to the summons
to the meeting, no prior notice/announcement shall have been served and the second meeting
shall be attended by the Holder of A Dwiwarnashare and any other shareholders or their
authorized proxies jointly representing at least two thirds (2/3) of the total number of
shares with voting rights and the resolution shall be approved by the Holder of A Dwiwarna
share and any other shareholders or




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##### 



their authorized proxies jointly representing at least three fourths (3/4) of the total
number of votes validly cast in the meeting.
Failing to reach the second meeting quorum, a third meeting may be held with the quorum
requirement subject to the provision of Article 15 paragraph 1 point e.4.
    
    If the Company is dissolved, either due to the expiration of the duration or based on a
resolution of a General Meeting of Shareholders, or stated dissolved based on a Courts order,
liquidation shall be conducted by the liquidator.5.
    
    The Board of Directors under the supervision of the Board of Commissioners shall act as the
liquidator, if in the resolution of a General Meeting of Shareholders or the order referred to
in paragraph 4 no liquidator is appointed.6.
    
    The fee for the liquidators shall be determined by the General Meeting of Shareholders or
based on a Courts order.7.
    
    The liquidator shall register at the Companies Registry, announce in the State Gazette and in
two (2) daily newspapers in the Indonesian language




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##### 



having wide circulation in the territory of the Republic of Indonesia and in one (1) daily
newspaper in the English language at the discretion of the Directors and notify the
creditors pertaining thereto and report to the competent authority and the Capital Market
and Financial Institution Supervisory Agency based on the laws and regulations.8.
    
    The Articles of Association as contained in this deed and their subsequent amendments shall
remain valid until the date of ratification of the liquidation accounts by a General Meeting
of Shareholders based on the majority affirmative votes validly cast and the giving of full
acquittal and discharge to the liquidators.9.
    
    The remaining liquidation accounts shall be distributed to the shareholders, who will
respectively receive the portions proportionate to the total par value fully paid for the
shares in their respective possessions.10.
    
    The party conducting the liquidation shall also be required to announce the planned
distribution of remaining assets after the liquidation in at least




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two (2) daily newspapers in the Indonesian language having wide circulation in the
territory of the Republic of Indonesia and in one (1) daily newspaper in the English
language and in the State Gazette of the Republic of Indonesia.11.
    
    In case the Company is dissolved, the Company may not take legal actions, unless required for
settlement of its assets in the liquidation process.12.
    
    The settlement action referred to in paragraph 11 of this Article shall include:
 a.
    
    Recordation and gathering of the Companys assets;b.
    
    Designing the procedure of assets distribution;c.
    
    Payment to the creditors;d.
    
    Payment of the remaining assets after liquidation to the General Meeting of
Shareholders; ande.
    
    Other measures required to take with respect to the assets settlement.




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CONFLICT OF INTERESTS
 Article 30
 1.
    
    To take any legal actions in the form of transactions containing conflict of interests
between the personal economic interest of members of the Board of Directors, Board of
Commissioners or shareholders and the Companys economic interest, the Board of Directors
requires the approval of a General Meeting of Shareholders as referred to in Article 15
paragraph 8.
 2.
    a.
    
    In case of any matters in which the Companys interest is in conflict with the personal
interest of any member of the Board of Directors, the Company shall, at the approval of the
Board of Commissioners, be represented by another member of the Board of Directors.
 b.
    
    If the conflict of interests concerns the entire members of the Board of
Directors, the Company shall be represented by the Board of Commissioners or by a
member of the Board of Commissioners appointed by a Board of Commissioners meeting.c.
    
    If the conflict of interests concerns the




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##### 



entire members of the Board of Directors or Board of Commissioners, the Company
shall be represented by another party appointed by a General Meeting of
Shareholders; one another without prejudice to the provision in paragraph 1 of this
Article.
 SHAREHOLDERS RESIDENCES
 Article 31
  CONCLUDING PROVISIONS
Article 32




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##### 




    
    Further, the appearer acting as such states and confirms that at the time of adjustment to these
articles of association:
 I.
    
    The composition of shareholders of the Company, shall be as follows:
 a.
    
    THE REPUBLIC OF INDONESIA, one (1) A Dwiwarna Share and ten billion three
hundred and twenty million four hundred and seventy thousand seven hundred and eleven
(10,320,470,711) B shares, having an aggregate par value of two trillion five
hundred and eighty billion one hundred and seventeen million six hundred and
seventy-seven thousand seven hundred and fifty Rupiah (Rp. 2,580,117,677,750.-);b.
    
    PUBLIC, nine billion four hundred and twenty-nine million four hundred and
seventy-seven thousand five hundred and sixty-eight (9,429,477,568) B shares, having
an aggregate par value of two trillion three hundred and fifty-seven billion three
hundred and sixty-nine million three hundred and ninety-two thousand
Rupiah (Rp. 2,357,369,392,000.-)c.
    
    The treasury stock of four hundred and ten million fifty-one thousand
(410,051,000) B shares, having an aggregate par value of one




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##### 



hundred and two billion
five hundred and twelve million seven hundred and fifty thousand Rupiah (Rp,
102,512,750,000.-).
 II.
    
    The composition of members of Board of Commissioners and Board of
Directors of the Company shall be as follows:
 THE
BOARD OF COMMISSIONERS:   President Commissioner
    
    :
    
    Mr. TANRI ABENG, born
in Selayar, on the
seventh day of March
one thousand nine
hundred and forty-two
(7-3-1942),
Indonesian National,
private person,
residing in Jakarta,
at Simprug Golf III/3
A, Kelurahan Grogol
Selatan,
Kecamatan Kebayoran Lama,
South Jakarta, holder of
Resident Identity Card (KTP)
number: 09.5305.070342.0147;




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   Commissioner
    
    :
    
    Mr. ANGGITO ABIMANYU, born in
Bogor, on the nineteenth day of
February one thousand nine hundred
and sixty-three (19-2-1963),
Indonesian National, private
person, residing in Jakarta, at
Jalan Cipete number: 8, Kelurahan
Cipete Selatan, Kecamatan Cilandak,
South Jakarta, holder of Resident
Identity Card (KTP) number: 09.5006.190263.2004;   Commissioner
    
    :
    
    Mr. MAHMUDDIN YASIN, born in
Jakarta, on the twelfth day of July
one thousand nine hundred and
fifty-four (12-7-1954), Indonesian




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National, private person, residing
in Jakarta, at Komplek Ditjen
Moneter D20, Kelurahan Kelapa Dua,
Kecamatan Kebon Jeruk, West
Jakarta, holder of Resident
Identity Card (KTP) number:
09.5205.120754.0043;   Independent Commissioner
    
    :
    
    Mr. ARIF ARRYMAN, born in Bukit
Tinggi, on the third day of
February one thousand nine hundred
and fifty-six (3-2-1956),
Indonesian National, private
person, residing in Jakarta, at Jalan
Swadaya number: 24 D, Kelurahan Duren
Tiga, Kecamatan Pancoran, South Jakarta,
holder of




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Resident Identity Card (KTP)
number: 09.5007.030256.0024;   Independent Commissioner
    
    :
    
    Mr. PETRUS SARTONO, born in Solo,
on the sixteenth day of June one
thousand nine hundred and
forty-four (16-6-1944), Indonesian
National, private person, residing
in Bandung, at Jalan Jati Indah IV
number: 2, Kelurahan Gumuruh,
Kecamatan Batununggal, Bandung,
West Java, holder of Resident
Identity Card (KTP)
number: 1050101606440003;THE BOARD OF DIRECTORS:   President Director
    
    :
    
    Mr. RINALDI FIRMANSYAH,
born in Tanjung Pinang,




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##### 



on the tenth day of June
one thousand nine hundred
and sixty (10-6-1960),
Indonesian National,
employee, residing in
Jakarta, at Jalan
Cibitung number: 22,
Kelurahan Petogogan,
Kecamatan Kebayoran Baru,
South Jakarta, holder of
Resident Identity Card
(KTP) number:09.5307.100660.0150;   Director
    
    :
    
    Mr. I NYOMAN GEDE
WIRYANATA, born in
Denpasar, on the twenty-
first day of November one
thousand nine hundred and
fifty-nine (21-11-1959),
Indonesian National, employee,
residing in Medan, at




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##### 



Jalan Mongonsidi number: 8, Kelurahan Anggrung, Kecamatan Medan
Polonia, Medan, North Sumatra, holder
of Resident Identity Card (KTP)
number: 02.5018.211159.0002;   Director
    
    :
    
    Mr. ERMADY DAHLAN, born in Payakumbuh, on
the eighth day of April one thousand nine
hundred and fifty-three (8-4-1953),
Indonesian National, Employee of Telkom,
residing in Jakarta, at Tebet Timur
Raya number: 8 A, Kelurahan Tebet Timur,
Kecamatan Tebet, South Jakarta, holder of
Resident Identity Card (KTP) Number:




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##### 



09.5004.080453.0319;   Director
    
    :
    
    Mr. ARIEF YAHYA, born in Banyuwangi, on the
second day of April one thousand nine
hundred and sixty-one (2-4-1961), Indonesian
National, employee, residing in Bandung, at
Komplek Bougenville F.6, Kelurahan Antapani
Kidul, Kecamatan Cicadas, Bandung, West
Java, holder of Resident Identity Card
(KTP) number: 1050170204610002;   Director
    
    :
    
    Mr. SUDIRO ASNO, born in Indramayu, on the
ninth day of August one thousand nine
hundred and fifty-seven (9-8-1957), Indonesian




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##### 



National, Employee of State-Owned
Enterprise, residing in Bandung, at Jalan
Rancakendal number: 8 A, Kelurahan Cigadung,
Kecamatan Cibeunying Kaler, Bandung, West
Java, holder of Resident Identity Card
(KTP) number: 1050250908575001;   Director
    
    :
    
    Mr. FAISAL SYAM, born in Medan, on the
twenty-sixth day of February one thousand
nine hundred and fifty-six
(26-2-1956), Indonesian National, Employee
of Limited Liability Company Telkom,
residing in Bogor, at Bogor Baru  Block A 9
number: 3,




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##### 



Kelurahan Tegallega, Kecamatan Bogor Tengah, Bogor, West Java,
holder of Resident Identity Card
(KTP) number: 10.5103.260256.0002;   Director
    
    :
    
    Mr. INDRA UTOYO, born in Bandung, on the
seventeenth day of February one thousand
nine hundred and sixty-two (17-2-1962),
Indonesian National, Employee of State-Owned
Enterprise, residing in Bandung, at Jalan
Rangkas Bitung number: 5, Kelurahan Kebon Waru, Kecamatan Batu Nunggal,
Bandung, West Java, holder of
Resident Identity Card (KTP) number:




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##### 



1050101702620003;   Director
    
    :
    
    the aforementioned Mr. PRASETIO;
 
    
    Finally, the appearer always acting as such states that he hereby confers power on Mr. MARATUA,
born in Padang Sidempuan, on the first day of January one thousand nine hundred and seventy-two
(1-1-1972), Indonesian National, Employee of Notarys Office, residing in Jakarta, at Jalan Tahi
Bonar Simatupang, Rukun Tetangga 011, Rukun Warga 003, Kelurahan Susukan, Kecamatan Ciracas, East
Jakarta, holder of Resident Identity Card (KTP) number: 09.5103.010172.0900, and
both jointly and severally with the right of substitution are authorized to apply for approval of
the amendment to articles of association contained in this deed to Minister of Law and Human Rights
Indonesia and to register it at the Companies Registry as well as to announce it in the State
Gazette of the Republic of Indonesia pursuant to the prevailing laws and regulations and to prepare
amendments and/or additions in whatever form which may be called for and required by the competent
authorities in order to obtain the approval and




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##### 




    
    this deed is concluded at fifteen hundred hours Western Indonesia Standard Time (15:00 WIB);
 IN WITNESS WHEREOF;
 
    
    This deed is made and executed in Jakarta, on the day and date mentioned in the preamble of this
deed outside the office of mine, Notary, at Compliance and Risk Management Room of the Company,
Graha Citra Caraka Floor 1, Jalan Gatot Subroto Kaveling 52, South Jakarta, in the presence of:
 
    
    Mr. TAUFIK SURINEGARA NATASUBRATA, Sarjana Hukum, Master of Notarial Affairs, born in
Paramaribo Suriname, on the twenty-first day of March one thousand
nine hundred and seventy-eight (21-3-1978), Indonesian National, residing in
Jakarta, at Jalan Cikajang number: 47, Kelurahan Petogogan, Kecamatan Kebayoran
Baru, South Jakarta, holder of Resident Identity Card (KTP) number:
09.5301.210378.0286; and
 
    
    Mr. FADHLI ARPIN, Sarjana Hukum, born in Painan, on
the




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##### 




    
    The minute of this deed having been duly read out by me, Notary, to the appearer and witnesses is
immediately signed by the appearer, witnesses and by me, Notary.
 
    
    Done with two alterations, namely two deletions with substitutions.
    Signed by
    
    :
    
       Mr. PRASETIO;   Mr. TAUFIK S. NATASUBRATA, SH, MKn.   Mr. FADHLI ARPIN, SH   Mr. Dr. A PARTOMUAN POHAN, SH., LL.M.;
 
  Translated from the Indonesian text by Kintawati Purnomo, S.Pd., an authorized and sworn translator
appointed under decision No.1820 of 1999 of the Governor of DKI Jakarta.