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 2023

Perusahaan Perseroan (Persero)

PT Telekomunikasi Indonesia Tbk

(Exact name of Registrant as specified in its charter)

Telecommunications Indonesia

(A state-owned public limited liability Company)

(Translation of registrant’s name into English)

Jl. 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 ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ¨ No þ

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ¨ No þ


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.

June 5, 2023                              

Perusahaan Perseroan (Persero)

PT Telekomunikasi Indonesia Tbk

-----------------------------------------------------

By: /s/ Edwin Julianus Sebayang

----------------------------------------------------

Edwin Julianus Sebayang

VP Investor Relations


Graphic

Number

:

Tel.71/LP 000/COP-K0000000/2023

Jakarta,

June 5, 2023

To

Board of Commissioners of the Indonesian Financial Services Authority

Attn. Chief Executive of Capital Market Supervision

Gedung Sumitro Djojohadikusumo

Jl. Lapangan Banteng Timur No.2-4,

Jakarta 10710

Re

:

Plan to Buy Back Shares in Order to Comply with The Provision of Article 62 of Law No. 40 of 2007 on Limited Liability Companies as lastly amended by Law No. 6 of 2023 on the Stipulation of Government Regulation in lieu of Law No. 2 of 2022 on Job Creation as Law ("Company Law”) in connection with IndiHome Business Segment Spin-Off from PT Telkom Indonesia (Persero) Tbk (the “Company”)

To whom it may concern,

In compliance with Indonesian Financial Service Authority’s (Otoritas Jasa Keuangan/”OJK”) Regulation No. 31/POJK.04/2015 on Disclosure of The Information or Material Facts by The Issuers or Public Companies and OJK Regulation No. 30/POJK.04/2017 on Buyback of Shares Issued by Public Companies, we hereby inform you that:

Company Name

:

PT Telkom Indonesia (Persero) Tbk

Business sector

:

Telekomunikasi

Phone

:

(021) 5215109

E-mail Address

:

investor@telkom.co.id

 

 

1.

Type of Material Information or Facts

Plan to Buy Back Shares in Order to Comply with The Provision of Article 62 of Company Law

2.

Date of Event

June 5, 2023

3.

Description of Material Information or Facts

A.

Background of Shares Buyback

 

 

On May 30, 2023, the Company has held its Annual General Meeting of Shareholders for Financial Year 2022 (“AGMS”) whereas one of the agendas was related to the IndiHome Business Segment Spin-Off to PT Telekomunikasi Selular ("Telkomsel"), where on such Agenda there were Shareholders who did not approve the plan to spin-off the IndiHome Business Segment.

 

 

 

 

 

B.

Shareholders Who Are Entitled to Apply for Sale of Their Shares to the Company

 

 

The public shareholders of the Company who are entitled to request that their shares to be purchased by the Company are those who:


 

 

(i)

had their name recorded on the Company’s Shareholders Register on May 5, 2023 which is 1 business day prior to the date of the invitation to the AGMS;

 

 

(ii)

were present in the AGMS;

 

 

(iii)

voted against in the 6th Agenda of AGMS, namely regarding the approval of the proposed IndiHome Business Segment Spin-Off; and

 

 

(iv)

requested their shares to be bought back and submitted the Statement of Sale of Shares Form in accordance with the procedures submitted in this Information Disclosure.

 

 

If there is any shareholder of the Company who requests for his/her shares to be purchased by the Company, but does not fulfill the requirements as mentioned above, such shareholder is not eligible to request for his/her shares to be purchased by the Company.

 

 

Shareholders who apply for shares buyback by the Company are required to show proof of their legal ownership of the Company's shares.

 

 

At the time of the announcement of this Disclosure of Information, the Company has not been able to give a more detailed information on each name of shareholders who state their intention for their shares to be bought back by the Company.

 

 

 

 

 

C.

Share Prices and Procedures to Determine Share Price

 

 

The Company will purchase the shares from the Shareholders at the average price of the closing price of trading on the Indonesia Stock Exchange (PT Bursa Efek Indonesia/“BEI”) for 90 calendar days prior to the announcement of the Spin-Off Plan and Disclosure of Information to The Public regarding IndiHome Business Segment Spin-Off of Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbk that has been published in the Harian Terbit Newspaper on April 6, 2023, which is Rp3,921 per share.

 

 

 

 

 

D.

Procedure for Buyback of Shares from Shareholders who Voted Against in the 6th Agenda regarding the Approval of IndiHome Business Segment Spin Off

 

 

1

Shareholders of the Company who intend to sell their shares are required to fill out a Statement of Sale of Shares Form which can be downloaded on the Company's website www.telkom.co.id since the date of the AGMS.

 

 

2.

The shareholders of the Company who have completed the Statement of Sale of Shares Form must submit the Statement of Sale of Shares Form to the appointed Securities Administration Bureau (Biro Administrasi Efek/"BAE"), namely PT Datindo Entrycom which is located at Jl. Hayam Wuruk No. 28, Kebon Kelapa, Gambir, Central Jakarta and via e-mail to datindo.tlkm@gmail.com.

 

 

3.

The Statement of Sale of Shares Form must be submitted at 9.00 until 15.00 starting from after the AGMS until no later than June 6, 2023 ("Intention to Sell Period"). BAE will validate the data whether the shareholder is a shareholder who did not approve during the voting at the AGMS on May 30,


2023 for The Sixth Agenda on the Approval of Company's Proposed Business Spin Off, for the fulfillment of Company Law.

 

 

4.

Shareholders of the Company who have submitted the Statement of Sale of Shares Form within the Intention to Sell Period must give instruction to the Securities Company or Custodian Bank where they keep their shares to input the TEND instruction through the Corporate Action/CA Election menu option in C-BEST by selecting the CASH option at the latest on the last day of Intention to Sell Period, at the time determined by the Indonesia Central Securities Depository (PT Kustodian Sentral Efek Indonesia/“KSEI”). The shares that have been specified by such instruction will be in the “Block for CA” status, thus the shares of the Company that have been blocked with a “Blocked for CA” status cannot be transferred until the end of Intention to Sell Period except in the event of a cancellation from the securities company/custodian bank made on behalf of the Applicant based on the terms and conditions stated in numbers 5 and 6 below.

 

 

5.

At the end of each day during the Intention to Sell Period, KSEI will provide a list of applicants whose shares are blocked to the appointed Securities Company and BAE to verify and confirm the validity of the applicant's share ownership and provide such confirmation to KSEI before the Date of Payment.

 

 

6.

Upon the verification and confirmation that the applicant is entitled to have his/her shares purchased, the BAE will provide confirmation to KSEI and submit the funds from the Company for the settlement of the purchase to KSEI which will be done on 1 business day prior to the Date of Payment.

 

 

7.

Date of Payment

Payment for the buyback of shares will be made at the earliest of 3 working days after the issuance of the ratification of the Decree of the Ministry of Law and Human Rights (“MOLHR”) on the Deed of IndiHome Business Segment Spin Off.

 

 

a.

On the Date of Payment, KSEI will transfer the approved Offered Shares to be purchased from the Escrow Account to the Securities Account registered in the name of the Company. Payment of the Buyback Price will be made on the Date of Payment and will be made by the Company through KSEI.

 

 

b.

KSEI will distribute net funds (after deducting transaction fees) through C-Best to each Sub Securities Account (SRE) or CA Account of the securities company/custodian bank of the approved applicant.

 

 

8.

The payment will be made after deducting commissions, transaction fees from BEI, and all applicable taxes and other fees relating to the payment, payable by the Applicant. Applicants who successfully participate in selling shares shall bear their own commission, BEI fees and all applicable taxes, amounting to 0.35% of the Share Purchase Price.

 

 

 


 

 

E.

Schedule of Buyback of Shares Implementation

 

 

Graphic

 

4.

Impact of The Event

The Company believes that the implementation of the buyback of the Company's shares will not cause any material negative impacts on the Company's business activities.

5.

Other Informations

None.

 

Thus, we submit this information and thank you for your attention.

Best Regards,

/s/ Heri Supriadi

Heri Supriadi

Director of Finance and Risk Management

CC:

1.PT Bursa Efek Indonesia via IDXNet;
2.Telkom’s Trustee PT Bank Tabungan Negara (Persero); and
3.Telkom’s Trustee PT Bank Permata Tbk.


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