BakrieTower, 12 th floor RasunaEpicentrum Complex Jl. H.R. Rasuna Said Jakarta, INDONESIA 12940 Website: www.bumiresources.com Jakarta, 18 July 2013 TO OUR VALUED SHAREHOLDERS We wish to advise that PT Bumi Resources Tbk is holding its adjourned Extraordinary General Meeting of Shareholders on Friday, 19 July 2013 (at JS Luwansa Hotel and Convention Center, Jl. H. R. Rasuna Said, Jakarta) starting at 9 am (Jakarta time). On 28 Jun 2013 we successfully held our Annual General Meeting of Shareholders but were unable to hold the succeeding EGMS as quorum was insufficient. The invitation that we had published in newspapers and sent to you direct and/or through respective custodians/brokers on records is attached. This includes the agenda and guidelines for voting that is applicable. Those shareholders who are recorded on our books as of 12 June 2013 are eligible to attend and vote. We wish to renew our invitation to them to attend or be represented through a power of attorney (proxy form is attached). In case you have either not received our invitation or responded as yet may we urge you to respond by return and participate in person or by proxy at this important meeting for us. The agenda is :- 1. Approval for securitization or collateralization or encumbrance of, with a security interest, or assignment the whole or the major part of the assets of the Company, directly or indirectly owned, to any of its creditors, be it creditors of the Company or creditors of subsidiaries or other parties, including but not limited to (i) pledge over part or all of shares that the Company owns and controls in subsidiaries, either directly or indirectly, as well as other securities; (ii) fiducia security over bank account charges, insurance claims, inventory, escrow accounts of the Company and/or subsidiaries; (iii) mortgage or lien or other security interests over other assets, be it personal property or real property belonging to the Company and/or subsidiaries created for funding purposes or for securing loans from third parties, granted to or received by the Company or subsidiaries, either in the present or in the future, as required by Article 102 of Law Number 40 of 2007 concerning Limited Liability Companies (Indonesia s Companies Act). Explanation: We seek annual approval for this resolution as part of our internal guideline, comply with regulation and enable us proceed with our deleveraging programs during the year. Voting Requirement: Quorum minimum 2/3rd of shares with valid voting rights; Approval by more than 3/4th of all shares with valid voting rights present at the Meeting Page 1 of 2
2. Amendment and Confirmation of the whole Articles of Association of the Company. Explanation: This change is required to comply with the latest Indonesian regulation, set out terms of office of 3 years for Commissioners and consolidate all historical amendments under various deeds into 1 composite document. Voting Requirement: Quorum minimum 3/5th of shares with valid voting rights; Approval by more than 1/2 (half) of the votes cast at the meeting. We seek the valued participation and support to the resolutions of all eligible shareholders at the EGMS on 19 July 2013 and look forward to your participation either in person or by an authorized proxy (as per form attached) We request your confirmation by return. Sincerely, Dileep Srivastava Director & Corporate Secretary PT Bumi Resources Tbk. Tel (62-21) 5794 2080 Fax (62-21) 5794 2070 email dileep@bumiresources.com www.bumiresources.com Page 2 of 2
POWER OF ATTORNEY TO ATTEND THE SECOND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS PT BUMI RESOURCES TBK. I / We (name), (address) (1), in this case acting as holder of (2) shares in PT Bumi Resources Tbk. (the Company ), hereby appoint (3) as my/our proxy (4) ( Proxy ) to attend and cast vote pursuant to total shares mentioned above in the 2 nd Extraordinary General Meeting of Shareholders ( EGM ) and each EGM hereinafter held (Third Meeting), if any. I / We request the Proxy to cast vote (5): Extraordinary General Meeting of Shareholders: 1. Approval for securitization or collateralization or encumbrance of, with security interest, or assignment of a major part or all of assets of the Company, directly or indirectly owned, to its creditors, be it creditor of the Company or creditor of subsidiary, including but not limited to (i) pledge over part or all of shares owned and controlled by the Company in subsidiary directly or indirectly, as well as other securities; (ii) fiduciary security over bank account charges, insurance claims, inventory, escrow accounts of the Company or subsidiary; (iii) mortgage or lien or other security interests over other assets, be it personal property or real property of the Company and subsidiary, created for the purpose of financing or obtainment of third-party loan granted to or received by the Company or subsidiary, either in the present or in the future as required by Article 102 of Law No. 40 of 2007 concerning Limited Liability Companies. 1 In favor 1 Not in favor 1 Abstain 2. Amendment and Confirmation of the whole Articles of Association of the Company. 1 In favor 1 Not in favor 1 Abstain
This Power of Attorney shall remain effective and therefore give the Proxy right to attend and cast vote in EGM of the Company, if held (Third Meeting), in relation to the abovementioned agenda, during my/our being shareholder of the Company. Duly issued for proper perusal. Date Proxy, Attorney-in-fact Stamp Rp.6.000,00 2
Instruction (1) Write your name and present address in capital letter on available space (filled in by Shareholder whose name is with Company s Register of Shares as per 12 June 2013); (2) Write total shares held by Company s Shareholder whose name is registered with the Company s Register of Shares as per 12 June 2013; (3) Write name and address of designated proxy in capital letter on available space; (4) No member of Board of Directors, Supervisory Board (Commissioners) or Employee shall act as proxy; (5) Give Cross (X) in the appropriate box in case you would like to vote or the proxy would like to do so at his own discretion. Notes a. For Shareholder being of Corporate Body, this Power of Attorney shall be made and signed by the authorized personnel; b. This Power of Attorneys and any other being the basis of signing this Power of Attorney shall have been received by the Board of Directors at the Company s Office, Bakrie Tower, 12 Floor, Kompleks Rasuna Epicentrum, Jl. H.R. Rasuna Said, Jakarta 12940, not later than Thursday, 18 July 2013, at 16:00 Local Time; c. Delivery and return of this Power of Attorney shall preclude you as Company s Shareholder to attend and cast vote in the Meeting if so desired; d. Shareholders or their proxies this Meeting shall produce Identity Cards and submit photocopies thereof to Officer in charge before entering meeting room. 3
Invitation of Second Extraordinary General Meeting Notice is hereby given to the Shareholders of PT Bumi Resources Tbk. ( Company ) that the Company has convened an Extraordinary General Meeting ( Meeting ) on 28 June 2013. However, as the Meeting failed to satisfy the required quorum as provided for in Article 89 paragraph 1 and Article 88 paragraph 1 of Law Number 40 of 2007 on Limited Liabilty Companies in connection with Article 13 paragraph 1.a and Article 12 paragraph 1 of Articles of Association of the Company, the Meeting could not be convened. In view of the above, Directors of the Company intend to convene the Second Meeting on/at: Agenda: Day : Friday Date : 19 July 2013 Time : 09.00 am finish Extraordinary General Meeting of Shareholders Venue : Ballroom 2, JS Luwansa Hotel & Convention Centre Jl. H.R Rasuna Said Kav.C-22 Jakarta 12940 1. Approval for securitization or collateralization or encumbrance of, with a security interest, or assignment the whole or the major part of the assets of the Company, directy or indirectly owned, to any of its creditors, be it creditors of the Company or creditors of subsidiaries or other parties, including but not limited to (i) pledge over part or all of shares that the Company owns and controls in subsidiaries, either directly or indirectly, as well as other securities; (ii) fiducia security over bank account charges, insurance claims, investory, escrow accounts of the Company and/or subsidiaries; (iii) mortgage or lien or other security interests over other assets, be it personal property or real property belonging to the Company and/or subsidiaries created for funding purposes or for securing loans from third parties, granted to or received by the Company or subsidiaries, either in the present or in the future, as required by Article 102 of Law Number 40 of 2007 concerning Limited Liabilty Companies (Indonesia s Companies Act). 2. Amendment and Confirmation of the whole Articles of Association of the Company. Notes regarding the Meeting: 1. This notification constitutes an official invitation to all Shareholders of the Company. The Company will not send a separate inviation to each of its Shareholders. 2. Shareholders who are entitled to attend or be represented by proxy in the Meeting are: a. For those whose shares have not been electronically registered into the Collective Depository of PT Kustoidan Sentral Efek Indonesia (Indonesian Central Securities Depository/PT KSEI), are the Shareholders whose names are registered in Shareholder Register of the Company as of Wednesday, 12 June 2013 at 16.00 Western Indonesia Standard Time at the Share Registrar of the Company, PT Ficomindo Registrar, Mayapada Tower Lantai 10, Suites 02B, Jl. Jend. Sudirman Kav.28 Jakarta 12920, Telephone (021) 5212316 Facsimile (021) 5212320. b. For those whose shares are deposited at the Collective Depository of PT KSEI, are the account holders or their proxies whose names are registered or recorded as Shareholders in the securities account of members of the Stock Exchange/Custodian Bank and in Shareholder Register of the Company as of Wednesday, 12 June 2013 at 16.00 Western Indonesia Standard Time. 3. For those whose shares are deposited at the Collective Depository of PT KSEI, the grant of power of attorney by Securities Companies or Custodian Banks whose names are included in List of Account Holders and Written Confirmation for the Meeting (KTUR) may only be allowed to the Employee(s) of the relevant Account Holders, while the grant of power of attorney by Account holders of KSEI to investors being their customers to attend in the Meeting shall not be justified. 4. Shareholders who are unable to attend the Meeting may be represented by their proxies through the grant of Power of Attorney, provided that members of Directors, Board of Commissioners and employees of the Company may act as proxies of shareholders in the Meeting. However, votes they cast as proxy shall not be counted in determining the total votes cast in the meeting. 5. Blank Proxy forms can be obtained at the Company s offices during office hours through Coporate Secretary Division of the Company having address at Bakrie Tower, 12th Floor, Kompleks Rasuna Epicentrum, Jl. H. R. Rasuna Said, Jakarta 12940; telepon: 021 57942080. Any duly signed power of attorney must already be received back by the Company through the Company through Corporate Secretary Division no later than 2 (two) working days prior to the date of the Meeting, i.e. 17 July 2013. 6. Shareholders or their proxies who will attend the Meeting are kindly requested to carry and produce their Identity Cards or other valid proof of identity and submit a photocopy thereof to the registration officer prior to entering the Room. Any shareholder in the form of legal entity must submit a photocopy of their articles of association along with the latest changes thereto, as well as recent composition of management. Shareholders whose shares are deposited with the Collective Custody of PT KSEI are kindly requested to produce KTUR to the officer before entering the Meeting Room. 7. Annual Report of the Company covering Balance Sheet and Profit/Loss Account of the Company for Financial Year ended on 31 December 2012 is made availabe at the Company s office at the address as mentioned in (6) above, for perusal and review by Shareholders at any time during office hours of the Company by attaching their idendities and proof of share ownership. This Annual Report will also be made availabe in the course of the Meeting. 8. In order to facilitate the orderly and efficient conduct of the Meeting, the Shareholders or their proxies are kindly requested to be present in the Meeting room withiin 30 (thirty minutes) prior to commencement of the Meeting. Please be advised accordingly. Jakarta, 9 July 2013 PT Bumi Resources Tbk. Directors ICM/Rups-Panggilan.doc