TLKMF Pt Telekomunikasi Indonesia Persero Tbk (PK)

SIGNATURES

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

Date: June 21, 2019

Information furnished in this form:

Announcement to the Indonesian Otoritas Jasa Keuangan (the Indonesian Financial Services Authority) with respect to Information about sale of Jalin’s shares owned by the Company to Danareksa amounting to 654,804 shares,  representing 67% of shares in the issued and paid-up capitals of Jalin.

DISCLOSURE OF INFORMATION TO SHAREHOLDERS

In Compliance with the Regulation of the Capital Market and Financial Institutions Supervisory Agency ( Bapepam-LK ) Number IX.E.1 on Transactions with Affiliated Parties and Conflict of Interest in Certain Transactions,  Attachment to the Decree of the Chairman of the Capital Market and Financial Institutions Supervisory Agency

No. Kep-412/BL/2009 dated 25 November 2009

THE INFORMATION AS CONTAINED IN THIS DISCLOSURE OF INFORMATION IS OF UTMOST IMPORTANCE AND THEREFORE, MUST BE READ AND CONSIDERED BY THE SHAREHOLDERS OF PERUSAHAAN PERSEROAN (PERSERO) PT TELEKOMUNIKASI INDONESIA Tbk.  (“Company”)

If you encounter any difficulties in understanding any information as contained in this Disclosure of Information, you are advised to consult with any broker, investment manager, legal advisor, public accountant or other professional advisors.

PERUSAHAAN PERSEROAN (Persero) PT Telekomunikasi Indonesia Tbk

Business Activities:

Operation of Telecommunication Networks and Services, Informatics Services, and Optimization of Utilization of Resources Proprietary to the Company

Website:  www.telkom.co.id

Email:  investor@telkom.co.id

THE COMPANY ACCEPTS FULL RESPONSIBILITY FOR THE ACCURACY OF THE INFORMATION CONTAINED IN THIS DISCLOSURE, AND AFTER HAVING MADE ALL REASONABLE INQUIRIES, HEREBY DECLARES THAT TO THE KNOWLEDGE AND ASSURANCE OF THE BOARD OF DIRECTORS AND BOARD OF COMMISSIONERS, THERE ARE NO OTHER UNDISCLOSED IMPORTANT AND MATERIAL FACTS RELATED TO THIS TRANSACTION THAT CAN MAKE THIS DISCLOSURE BECOME INACCURATE OR MISLEADING.

I.INTRODUCTION

Any information as contained in this Disclosure of Information is made for the purpose of fulfilling the Company’s obligations to publish any disclosure of information on the Affiliated-Party Transaction entered by the Company in relation to the sale of Jalin’s shares owned by the Company to Danareksa amounting to 654,804 shares [representing 67% of shares in the issued and paid-up capitals of Jalin (“ Transaction ”). The basis of performance of such Transaction is the execution of the Deed of Share Sale and Purchase.

In respect of the matter above,in accordance with the provisions of the applicable legislation,  particularly the provisions of Rule No. IX.E.1,  with the performance of such Transaction evidenced by the execution of such Deed of Share Sale and Purchase, the Company’s Board of Directors hereby announces the Disclosure of Information with a view to provide explanations, considerations and reasons underlying the performance of such Transaction to the Company’s Shareholders as part of the fulfilment of the provisions of RuleNo.IX.E.1.

The Company’s Board of Directors and Board of Commissioners, whether individually or collectively, confirm that this Transaction does not involve any conflict of interest as referred to in Rule IX.E.1 and shall not constitute a Material Transaction as referred to in Rule IX.E.2.

II.DESCRIPTION OF TRANSACTION

In accordance with the government’s plan on enhancing the efficiency and effectiveness of performance among State-Owned Enterprises and in order to realize the synergy among such State-Owned Enterprises, mainly with respect to the banking holding-company establishment project, the Company carried out a change of shareholding structure in Jalin which was, initially, owned entirely by the Company and then majority transferred to Danareksa.

Considering Danareksais planned to be the holding company of State-Owned Enterprises in the banking sector in Indonesia, Danareksa’s ownership in Jalin is expected to align Jalin’s business strategies and implementation with the company’s general direction and plan for State-Owned Enterprises in the banking industry and to create various added-value in the form of synergy in the operational, banking and other cooperation aspects.

On 16 June 2019, the Company and Danareksa executed the Deed of Transfer No. 2 dated 19 June 2019, drawn up before Notaris Fifidiana, SH., SS., M.Kn., Notary in Central Jakarta which governed, in details, the performance of Jalin’s share sale and purchase with respect to the Transaction.

The Transaction Object is the Company’s shares in Jalin amounting to 654,804 shares representing approximately 67% of Jalin’s ownership which have been sold to Danareksa pursuant to the Deed of Share Sale and Purchase with a value of Rp394,569,700,000.00.

The purpose or benefit which may be obtained from the performance of such Transaction is value added creation both for Jalin and other State-Owned Enterprises in the banking sector through cooperation among entities, improvement of operational efficiency and effectiveness of the Company’s business strategy application and implementation, and reinforcement of state-owned companies in the banking sector as a whole as an effort to enhance synergy among State-Owned Enterprises. With the effective performance of such Transaction, it is expected that Jalin’s business performance and scale will also improve and consequently, the Company, as Jalin’s shareholder, shall also obtain benefits indirectly from such value improvement of Jalin.

The Company was established under the name of Perusahaan Perseroan (Persero) PT. Telekomunikasi Indonesia, which is a State-Owned Enterprise in the form of a limited liability company pursuant to Deed No.128 dated 24 September 1991, drawn up before Imas Fatimah, S.H., Notary in Jakarta, domiciled in Jakarta.The Company’s name has been changed several times, most recently changed into Limited Liability Company (LLC) PT Telekomunikasi Indonesia Tbk pursuant to Deed No. 27 dated 14 May 1997, drawn up before Amrul Partomuan Pohan, S.H., LL.M., Notary in Jakarta.

The Company’s Articles of Association has been amended in its entirety for the purpose of public offering of the Company’s shares pursuant to Deed No. 74 dated 25 July 1995, drawn up before ImasFatimah, S.H., Notary in Jakarta and adjustment to the Company Law pursuant to Deed No. 27 dated 15 July 2008, drawn up before Doktor Amrul Partomuan Pohan, S.H., LL.M., Notary in Jakarta.

The Company’s Articles of Association has also been amended for the purpose of conformity with the Regulation of the Financial Services AuthorityNo.32and Regulation of the Financial Services AuthorityNo.33,  as set out in DeedNo. 20 dated 12 May 2015, drawn up beforeAshoyaRatam, S.H., M.Kn., Notary in the Administrative City of South Jakarta.

The most recent amendment to the Company’s Articles of Association shall be as contained in the Deed of Statement of Resolution of the Annual General Meeting of Shareholders No. 35 dated 15 May 2018, drawn up before Ashoya Ratam, S.H., M.Kn., Notary in the Administrative City of South Jakarta.

The most recent amendment to the compositions of the Company’s Board of Directors and Board of Commissioners shall be based on Resolution of Annual General Meeting of Shareholders which stated in the Resume of Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbk No. 276/V/2019 dated 24 May 2019, drawn up before Ashoya Ratam, S.H., M.Kn., Notary in the Administrative City of South Jakarta.

The Company is domiciled in the City of Bandung and has its head office at Jl. Japati No.1, Bandung 40133, Indonesia.

Pursuant to Article 3 of the Company’s Articles of Association, the purposes and objectives of the Company are engaging businesses in the sectors of organizing telecommunication and informatics networks and services, as well as optimization of exploitation over the resources owned by the Company to produce high quality and strongly competitive goods and/or services to obtain/pursue profits in order to increase the value of the Company by applying the principles of Limited Liability Company.

In order to achieve the purposes and objectives mentioned above, the Company may carry out the following main business activities:

In addition to the main business activities as referred above, the Company may carry out promoting/supporting business activities in the framework of optimization of exploitation over its own resources to:

On the day this Disclosure of Information is submitted, the capital structure, composition of shareholders and shareholding of the Company based on the Company’s Register of Shareholders as of 31 May 2019 issued by PT Datindo Entrycom, as the Company’s Share Registrar, shall be as follows:

On the day this Disclosure of Information is submitted, the compositions of members of the Board of Commissioners and Board of Directors who are holding office at the Company are as follows:

Jalin was established under the name of PT Jalin Pembayaran Nusantara, which is a limited liability company domiciled in South Jakarta,  pursuant to Deed of Establishment of Limited Liability Company No. 20 dated 3 November 2016, drawn up before Ashoya Ratam, SH, MKn, Notary in South Jakarta.

The most recent amendment to Jalin’s articles of association shall be as set out in the Deed of Statement of Circular Resolution in lieu of General Meeting of Shareholders of Jalin No. 5 dated 10 May 2017, drawn up before Utiek Rochmuljati Abdurachman, SH, MLI, MKn, Notary in Jakarta (“ Deed 5/2017 ”).

Jalin has a head office at Dea Tower 1 7 th Floor Suite 702, Jl. Mega Kuningan Barat IX Kav 4.3 No 1 Mega Kuningan Area, Jakarta 12950.

Pursuant to Article 3 of Jalin’s Articles of Association, the purpose and objective of Jalin is to conduct businesses in:

To achieve such purpose and objective above, Jalin may conduct business activities of:

The most recent capital structure and composition of shareholders of Jalin pursuant to Deed 5/2017 shall be as follows:

The most recent capital structure and composition of shareholders of Jalin pursuant to Deed of Sales and Purchase shall be as follows:

On the day this Disclosure of Information is submitted, the compositions of members of the Board of Commissioners and Board of Directors who are holding office at Jalin pursuant to the Deed of Statement of Circular Resolution in Lieu of General Meeting of Shareholders of PT Jalin Pembayaran Nusantara No. 12 dated 26 June 2018, drawn up before Utiek Rohmuljati Abdurachman, SH, MLI, MKn, are as follows:

Danareksa was established under the name of Perusahaan Perseroan (Persero) PT Danareksa or abbreviated as PT Danareksa (Persero), which is a limited liability company domiciled and having its head office in the City of Central Jakarta, pursuant to Deed No.74 dated 28 December 1976, which has been amended with Deed of Amendment No.59 dated 17 February 1977, both of which have been drawn up before Juliaan Nimrod Siregar with the title of Mangaradja Namora, S.H., Notary in Jakarta, which has obtained a ratification of the Minister of Law and Human Rights (formerly the Minister of Justice) pursuant to Decree No.Y.A 5/353/21 dated 12 July 1977, and which has been published in the Official Gazette of the Republic of Indonesia No.82 dated 14 October 1977, Supplement No.619/1977.

Such deed of establishment is an implementation of the Government Regulation number 25 of 1976 on State Equity Participation of the Republic of Indonesia for the Establishment of Perusahaan Perseroan (Persero) “Danareksa”.

The most recent amendment to the articles of association of Danareksa shall be as set out in the Deed of Statement of Circular Resolution in Lieu of General Meeting of Shareholders and Amendment to Articles of Association No.13 dated 9 October 2009, drawn up before Nelfi Mutiara Simanjuntak, S.H., as a substitute of Imas Fatimah, S.H., Notary in Jakarta, which notification has been received and recorded in the database of the Legal Entity Administration System, Ministry of Law and Human Rights pursuant to Letter No.AHU-AH.01.10-19291 dated 2 November 2009, and has been published in the Official Gazette of the Republic of Indonesia No.71 dated 3 September 2010, Supplement No.1161/2010.

Danareksa has its head office at Danareksa Building, Jalan Medan Merdeka Selatan No 14, Jakarta 10110 - Indonesia.

Pursuant to Article 3 of the Articles of Association of Danareksa, the purpose and objective of Danareksais to carry out businesses by accelerating the participation process by the society in the share ownership of companies and to increase the participation of the public in fund mobilization and to manage such fund to provide high-quality and highly-competitive services to obtain/pursue profits with a view to improve Danareksa’s value by applying the principles of a Limited Liability Company.

To achieve such purpose and objective above, Danareksa may carry out the following business activities:

The most recent capital structure and composition of shareholders of Danareksa pursuant to Deed of Statement of Resolution in Lieu of General Meeting of Shareholders and Amendment to Articles of Association No.93 dated 13 August 2008, drawn up before Imas Fatimah, S.H., Notary in Jakarta, which has obtained an approval of the Minister of Law and Human Rights pursuant to Decree No.AHU-69641.AH.01.02.Tahun 2008 dated 25 September 2008, and has been announced in the Official Gazette of the Republic of Indonesia No.28 dated 7 April 2009, Supplement No.9817/2009 shall be as follows:

On the day this Disclosure of Information is submitted, the compositions of members of the Board of Commissioners and Board of Directors who are holding office atDanareksaare as follows:

The Transaction as described in this Disclosure of Information shall have the nature of an affiliated relationshipbecause (i) the Company, (ii) Jalin, a company controlled by the Company, and (iii) Danareksa, are controlled, either directly or indirectly by the same party, namely the Republic of Indonesia.

III. INDEPENDENT PARTIES APPOINTED IN THE TRANSACTION

The independent party appointed by the Company in the performance of such Transaction is Public Appraisal Services Office ( Kantor Jasa Penilai Publik ) Ruky, Safrudin & Partner (“KJPP RSR”) as an independent appraiser to provide an opinion on the execution of the Transaction.

IV. OPINION OF INDEPENDENT APPRAISER

A summarized report on the opinion of fairness by KJPP RSR on the Transaction as contained in its reportNo. 00045/2.0095-00/BS/06/0273/1/V/2019dated8 May 2019is presented below with the following details:

The parties involved in the Affiliated Transaction is The Company, Danareksa, and Jalin.

The object of Fairness Opinion is the Affiliated Transaction, which is the Purchase of the Company’s Shares in Jalin by Danareksa.

The objective of this Fairness Opinion is to give a fairness opinion regarding The Company’s plan to execute the transfer of 654.804 (six hundred fifty four thousand eight hundred four) of Jalin’s share transaction which is 67% (sixty seven percent) of Jalin’s Issued Capital to Danareksa, The Company’s affiliated company, as define in this report in order to meet the compliance of OJK Capital Market Regulations, not for tax related and any other form of transactions.

Principal Assumptions

This Fairness Opinion is a non-disclaimer opinion, we have reviewed the documents used in the analysis process, data and information obtained coming from either the Company’s management and any other trustworthy source.

This Fairness Opinion Report is prepared using Financial Projection prepared by the Company's management that we have reviewed to gain confidence in the fairness of Financial Projection. In our opinion the Financial Projection that has been reviewed is reasonable, but we are not responsible for its achievements.

We are responsible for the opinion of Fairness Opinion.

Depth of Investigation

On doing this task there is no limit or limitation in conducting studies, calculations and analysis. RSR has been interviewed the management of the Company regarding this Transaction Plan.

Limiting Conditions

This Fairness Opinion is prepared based on the information and data integration principal. On preparing this Fairness Opinion, we are based on the data source and information as given by the Company’s management, which based on the nature of reasonableness is true, complete, reliable and not misleading.

We are not conducting the audit or complete in detail test for the explanation or the data that are given by the Company’s management, both oral and written. Thus we cannot guarantee or be responsible for the truth and completeness of the information or explanation.

As a basis for us to do the analysis in preparing this Fairness Opinion on Transaction Plan, we use the data as mentioned in the Data and Information Source section as material for review, calculation and analysis.

All changes to the data as mentioned above, can affect our analysis result materially. Hence, we cannot be responsible for the possibility of differences in conclusions caused by that data changes.

This Fairness Opinion is prepared just by considering the perspective of the Company’s Shareholders and doesn’t consider any other stakeholder’s perspective also any other aspects.

This Fairness Opinion prepared by considering market and economic condition, general condition of the business and financial, also government regulation as of the date this opinion is out. This fairness analysis is only conducted to the Transaction Plan as mentioned above.

We assume that since the date of this Fairness Opinion issued until the date of the execution of the Transaction Plan, there is no extraordinary event either on macro or industry level, that will materially affect the Company’s business and business plan, and the Company’s budget.

We hereby declare that our assignment is not including analyze the transactions outside the objective of Fairness Opinion that could be available to the Company also effect of that transaction to the Transaction Plan, and also not an the most possible and optimal use analysis for the Transaction Plan.

This Fairness Opinion is also not intended as recommendation to accept or reject the Transaction Plan or to take certain actions over Transaction Plan.

We want to emphasize that the results of our analysis and review are only limited to the financial aspects of the transaction, we do not conduct research on the validity of the Transaction Plan in terms of the legal and tax aspects of the Transaction Plan, because this is outside the scope of our assignment.

Based on the Rules No. VIII.C.3, this Fairness Opinion of the Transaction Plan only valid until 6 (six) month since the assessment date.

In assessing the fairness of the Transaction Plan, we use the analysis methodology as follows:

This following table is the fairness table of the Transaction Plan Price to the result of independent appraisal:

By considering the reasonableness analysis of the Transaction Plan, which includes qualitative analysis and quantitative analysis, from an economic and financial perspective, in the opinion of RSR, the Transaction Plan is Fair .

V.MANAGEMENT STATEMENT

The Board of Commissioners and Board of Directors of the Company assert that all material information has been disclosed in this Information Disclosure and the information is not misleading.

VI. ADDITIONAL INFORMATION

Shareholders of the Company which require further information regarding the Transaction as contained in this Disclosure of Information may contact:

Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbk

investor@telkom.co.id

Jakarta, June 21, 2019

Board of Director