PERUSAHAAN PERSEROAN PERSERO PT TELEKOMUNIKASI INDONESIA TBK

Foreign Filer Report • Jun 15, 2010

6-K 1 u00607e6vk.htm PT TELEKOMUNIKASI INDONESIA PT TELEKOMUNIKASI INDONESIA PAGEBREAK

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13 a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June , 20 10

Perusahaan Perseroan (Persero) PT TELEKOMUNIKASI INDONESIA

(Translation of registrant’s name into English)

Jalan Japati No. 1 Bandung-40133 INDONESIA

(Address of principal executive office)

[Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.]

Form 20-F þ Form 40-F o

[Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934]

Yes o No þ

[If “yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ]

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned, thereunto duly authorized.

| | Perusahaan
Perseroan (Persero) PT TELEKOMUNIKASI INDONESIA | |
| --- | --- | --- |
| | (Registrant) | |
| Date June 15, 2010 | By | /s/
Agus
Murdiyatno |
| | | (Signature) Agus Murdiyatno |
| | | VP Investor Relations/ Corporate Secretary |

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PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk.

ANNOUNCEMENT RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (No.Tel.131/PR000/COP-A0070000/2010)

It is hereby announced to all shareholders of Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbkabbreviated as TELKOM (the “ Company ”), that the Annual General Meeting of Shareholders (the “ AGMS ”) and the Extraordinary General Meeting of Shareholders (the “ EGMS ”) of the Company held on 11 June 2010 in Jakarta, approved and decided the following matters:

AGMS Resolutions:

| Agenda 1: — Agenda 2: | Approve the Company’s Annual Report as presented by the Board of
Directors, on the Company’s condition and operation for the 2009
Financial Year, including the Board of Commissioners’ Supervision Duty
Report for the 2009 Financial Year. — 1. | Ratify: | |
| --- | --- | --- | --- |
| | | a. | The Company’s Financial Statement (Consolidated) for the Financial
Year 2009 audited by the Public Accountant Firm Tanudiredja, Wibisana &
Partners according to its report A100408003/DC2/CAW/I/2010. A dated 8
April 2010 with an opinion “present fairly, in all material respects, the
consolidated financial position of the Company and its subsidiaries as of
31 December 2009 and 2008, and the consolidated results of their
operation and their cash flows for the years ending 31 December 2009,
2008 and 2007 in conformity with generally accepted accounting principles
in Indonesia”.. |
| | | b. | Partnership and Community Development Annual Report for the 2009
Financial Year audited by the Public Accounting Firm Abdi Ichjar, BAP &
Partners according to its report No. 014-LAI/KAP-AR/10 dated 23 March
2010 with with the assessment of the effectiveness of the distribution of
funds 60.33% and 82.14% rate loan collectivity and an opinion “present
fairly, in all material respects, the financial position of Partnership
and Community Development Program of Community Development Center of PT.
Telekomunikasi Indonesia, Tbk as of 31 December 2009 and Report of
Activities and Report of Cash Flows for the year ending on that date, in
conformity with generally accepted accounting principles in Indonesia. |
| | 2. | Consequently, by the approval of the Company’s Annual Report for
the 2009 Financial Year and Annual Report on Partnership and Community
Development Program for the 2009 Financial Year, the AGMS hereby gives a
full acquittal and discharge (volledig acquit et decharge) to all members
of the Board of Directors and Board of Commissioners for their management
and supervision and for their management and supervision of Partnership
and Community Development Program performed during the 2009 Financial
Year, to the extent are reflected in the Company’s Annual Report,
Financial Statements for 2009 Financial Year and Annual Report of
Partnership and Community Development for the 2009 Financial Year above
and the actions do not contradict the laws and regulations. | |
| Agenda 3: | 1. | Approve the appropriation of the Company’s net profit for the 2009
Financial Year in the amount of Rp11.332.140.073.581 which will be
distributed as follows: | |
| | | a. | cash dividend 50% of the net profit or in the amount of Rp
5,666,070,036,791,- including the amount of interim dividend (interim
dividend) that have been |

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| | | b. | distributed to the shareholders on December 28,
2009 based on resolution of a Board of Directors Meeting dated
18 th November 2009 which have been approved by the Board of
Commissioners Meeting dated 9 th November 2009 of
Rp524.190.170.387.- or Rp26,65 per share, so that the total final
dividend that is still payable to the shareholders amounts to Rp
5,141,879,866,404,- or at least of Rp261.4149 per share based on the
number of shares issued (not including the shares bought back by the
Company as of the Meeting date of 490.574.500 shares); — Recorded as Retained Earning in the amount of Rp 5,666,070,036,791,-
which will be used for the Company’s development. |
| --- | --- | --- | --- |
| | | Note: | |
| | | The Company does allocate not for mandatory reserve since it has
exceeded the amount as required by article 70 Law No.40 2007 regarding
Limited Liability Company. | |
| | 2. | Approve that the distribution of dividends for the 2009 Financial
Year will be conducted with the following conditions: | |
| | | a. | those who are entitled to receive Cash Dividends are shareholders
whose names are recorded in the Company’s Register of Shareholders on 12
July 2010 at 16:00 hours Western Indonesia Standard Time; |
| | | b. | the Cash Dividend shall be paid in one lump sum on 26 July 2010 taking
into account the interim dividend was paid on December 28, 2009 amounting
to Rp524.190.170.387, — . |
| | 3. | The Board of Directors shall be authorized to regulate further the
procedure of Cash Dividend distribution and to announce the same with due
observance of the prevailing laws and regulations; | |
| | 4. | Approve the amount of Partnership and Community Development Fund
for the 2010Financial Year as follows: | |
| | | a. | Partnership Program of Rp28.330,350,184,- equal to 0.25% of the
Company’s net profit for the 2009 Financial Year. |
| | | b. | Partnership Program of Rp90,000,000,000,- equal to 0.79% of the
Company’s net profit for the 2009 Financial Year |
| Agenda 4: | Approve salaries for the Board of Directors and honoraria for the Board
of Commissioners for 2010 including tantiem for the Board of Directors
and Board of Commissioners for the 2009 Financial Year which have been
calculated by the Nomination and Remuneration Committee, based on the
Company’s financial capacity in consideration of the principles of
properness/appropriateness with the following results: | | |
| | 1. | The salary/honorarium for the President Director for the 2010
Financial Year per month (nett) is the same as the amount of salary for
Fiscal Year 2009 with the following provisions: | |
| | | a. | The composition of salaries/honoraria for the President Director,
Directors and Commissioners is the same as the composition of
salaries/honoraria based on the resolutions of the Annual General Meeting
of Shareholders for year 2007; |
| | | b. | Any tax on salaries/honoraris shall be borne by the Company according
to the prevailing laws and regulations. |
| | 2. | Total gross tantiem (including tax) for the Board of Directors and
Board of Commissioners for the 2009 Financial Year is 0,369% of the net
profit, provided that: | |
| | | a. | The composition of tantiem for the President Director, Directors and
Commissioners is the same as the composition of salaries/honoraria based
on the resolutions of the Annual General Meeting of Shareholders for year
2007; |
| | | b. | Quantities of bonuses for the Director, each Director, Chairman and
each Commissioner for the fiscal year 2009 is proportional to the
respective service period in the year 2009 |
| | | c. | Any tax incurred on tantiem will be borne by the relevant parties. |
| | 3. | Facilities and allowances for members of the Board of Directors and
Board of | |

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| | | Commissioners for the 2010 Financial Year are the same as those
given in the 2009 Financial Year as resolved in the Annual General
Meeting of Shareholders held on 12 June 2009. | |
| --- | --- | --- | --- |
| | Note: The amount of honoraria, tantiem and facilities for Secretary of
the Board of Commissioners will be determined in the Board of
Commissioners’ Meeting based on laws and regulations. | | |
| Agenda 5: | 1. | Approve the appointment of Public Accounting Firm (KAP) Publik
Tanudiredja, Wibisana & Rekan (a member firm of PricewaterhouseCoopers)
to conduct an integrated audit of the Company for the 2010 Financial Year
Consolidated Financial Statements, which audit will consist of the audit
of the Consolidated Financial Statements of the Company, internal control
on financial reporting for the financial year 2010. | |
| | 2. | Approve the reappointment of the Public Accounting Firm, Abdi Ichjar,
BAP & Rekan, to conduct an audit the appropriation of funds for the
Partnership and Community Development Program for the 2010 Financial
Year. | |
| | 3. | Grants authority to the Board of Commissioners to determine an
appropriate audit fee and other terms and conditions of appointment of
the relevant Public Accounting Firm. | |
| | 4. | Grants authority to the Board of Commissioners to appoint an alternate
Public Accounting Firm as well as to determine the terms and conditions
of its appointment; in the event the appointed Public Accounting Firm can
not perform or continue its engagement, including .... | |
| Agenda 6: | To approve: | | |
| | 1. | amendment to the provisions of the Company’s Articles of Association,
as follows: | |
| | | a. | Article 3 Paragraph 2 of the Company Objectives and Article 15
Paragraph 6 of the blank voice / abstention to comply with Bapepam-LK
IX.J.1 on principles of the Articles of Association of the Company that
Makes Public Offering of Equity Securities and Public Companies, |
| | | b. | Article 16 paragraph 8, 13, 14 and 17 about the term of office for
members of the Board of Directors, Article 19 paragraph 8, 12, 16, and 17
of the term of office for members of the Board of Commissioners, and
Article 19 paragraph 6 of the Appointment of members of the Board of
Directors and members of the Board of Commissioners at the same time for
adjusted by Act No. 19 of 2003 on State Enterprises and the Bapepam-LK
IX.J.1 on principles of the Articles of Association of the Company that
Makes Public Offering of Equity Securities and Public Companies, |
| | | c. | Article 17 paragraph 7 of the Material Transaction to comply with
Bapepam-LK IX.E.2 on Material Transactions and Change of Main Business, |
| | | the amendment of the overall Articles in accordance with the matrix of
amendments to the Articles of Association that have been distributed to
the Company Shareholders and explained in the AGMS. | |
| | 2. | to authorize to the Company’s Board of Directors with the right of
substitution to re-state the resolution of this Meeting with respect to
the amendment to the provisions of the Company’s Articles of Association
in a Notarial Deed and further to submit a request of approval and to
report to Minister of Law and Human Rights of the Republic of Indonesia,
to register in the company register and publish in the State Gazette of
the Republic of Indonesia in accordance with the laws and regulations. | |
| Agenda 7: | 1. | Approve the changes to the Company’s plan for the treasury stock as
result of the Share Buy Back I through III, as follows: | |
| | | a. | Market placement; |

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Agenda 7:	b.	cancellation;
	c.	equity conversion
	d.	funding.
2.	The Board of Director must receive approval from the Board of
Commissioners for the removal of the treasury stock from the Share
Buyback I, II and III, and report it’s usage/removal in the Annual
General Meeting of shareholders.
3.	The Board of Commissioners must consult with the holder of the
Dwiwarna share before providing its consent.

EGMS Resolutions

Agenda 1:
a.	Mr. Tanri Abeng as Commissioner
b.	Mr. Arif Arryman as Independent Commissioner
c.	Mr. P. Sartono as Independent Commissioner;
d.	Mr. Rinaldi Firmansyah capacity as President Director;
e.	Mr. Arief Yahya as Director of Enterprise & Wholesale;
temporarily continue to perform their tasks and obligations as
President Commissioner, Independent Commissioner, President Director
and Director of Enterprise & Wholesale of the Company until the
composition are definitely determined by the nest shareholders
meeting..

Bandung, 15 June 2010 PT Telekomunikasi Indonesia Tbk The Board of Directors

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