Chapter 5

Ownership and Pay

Control sits with one family holding company, and it has been adding. Eralink went from 54.51% to 55.17% of the shares in issue during 2025, and Rp97.6 billion of company buybacks in the first half of 2026 lifted its effective interest to 56.6%. The executives running the business own about a third of one percent between them, none of it bought in the market since 2021. Board pay for 2024 appears in two audited filings at two different numbers.

Who owns the company

The register is short. PT Eralink Internasional held 8,800,291,400 shares, or 55.17%, at 31 December 2025, up from 8,694,980,200 shares and 54.51% at the start of that year — a purchase of 105,311,200 shares over twelve months [1]. The public float was 43.94% and the company itself held 0.88% in treasury. The filings name Ms Rebecca Halim as the ultimate beneficial owner of the company's shares; the ownership-structure diagram in the same section places her at 32.04% within the structure above Eralink, and no filing in this corpus sets out Eralink's own share register in text [1] [2].

That headline percentage understates the family's economic position, because it is struck against all 15.95 billion shares in issue, including the ones the company has bought back and taken out of circulation. Measured against shares actually outstanding, the line moves.

Source: derived from the share register and treasury-share counts in the FY2025 Annual Report [1] [3] and the 30 June 2026 interim statements [4].

Three actions drove it. The company bought 166,515,100 shares between 30 March 2020 and 9 December 2022 at a cost of Rp63.80 billion, taking shares outstanding to 15,783,484,900 [3]. It then transferred 25,751,978 of those treasury shares to management and staff between 1 October and 7 November 2025, lifting outstanding shares to 15,809,236,878 [3]. And between 29 January and 30 June 2026 it bought a further 250,673,800 shares for Rp97.64 billion, leaving 15,558,563,078 outstanding [4]. Eralink's 8.80 billion shares are now 56.56% of the shares outside the company's own hands, against 55.09% at the end of 2024 — 147 basis points of accretion in eighteen months, without a tender offer, and most of it paid for out of the company's cash rather than the family's.

Source: Q2 FY2026 interim statements, Note 1b, and the consolidated statement of changes in equity [4].

The 2026 buying averaged Rp389.5 a share against a first-half trading range of Rp322 to Rp416 — near the middle of that range, not the bottom of it. The 2020–2022 programme averaged Rp383.2. Both sit close to where the stock trades today.

What the people running the business own

Fourteen individuals sat on the two boards at 31 December 2025 and held 51,754,584 shares between them — about a third of one percent of the company [2]. That is the whole of the personal stake: the filings state that no member of either board holds any shares indirectly [2].

Where those shares came from matters more than the total. The disclosure tables list the same individual holdings, share for share, at each year-end from 2021 through 2024: Budiarto Halim, Hasan Aula, Sim Chee Ping, Richard Halim Kusuma and Andreas Harun Djumadi at 6,250,000 each, Sintawati Halim at 7,500,000, Djohan Sutanto at 800,000 [5] [6] [7]. Not one of those numbers moves across four consecutive audited disclosures, and the board's combined holding was 47,416,400 shares at both 31 December 2023 and 31 December 2024 [7].

The entire increase to 51,754,584 by the end of 2025 came from the company, not from the market. In 2025 the board granted its directors options over 12,110,584 shares as a performance bonus, at an exercise price of Rp383 [8]. Each director's holding at 31 December 2025 is the 2021 position plus exactly that allocation.

Sources: FY2021 Annual Report, Share Ownership by Management [5]; FY2025 Annual Report, Structure and Amount of Remuneration in 2025 [8] and Share Ownership by Management [2].

Two of the eight directors — Joy Wahjudi and Jong Woon Kim — owned nothing at all before the grant. Joy Wahjudi's record runs against the alignment story: he is listed with 6,250,000 shares at 31 December 2022 [6], does not appear in the equivalent table for 2024 [7] despite remaining Vice President Director throughout that year [9], and ends 2025 holding precisely his 1,904,507 option shares. Across five years of disclosure, the only identifiable change in a continuing director's personal position is a disposal.

The pricing of the grant decides whether it was compensation or a transfer at cost. The company bought its 166,515,100 treasury shares for Rp63,804,128 thousand — an average of Rp383.2 a share [3]. The exercise price handed to the directors was Rp383 [8]. Management bought the shares at what the company itself had paid for them, to the rupiah. In the quarter the options were exercised the stock traded between Rp394 and Rp452 and closed the year at Rp408 [10], so the strike sat below the whole quarter's range. Against the Rp408 close, the intrinsic value of the directors' 12,110,584 options is Rp302.8 million — 0.4% of the Rp71.3 billion of cash pay the same directors drew that year. The equity element is real but immaterial in size; the price is what marks it as a transfer rather than an incentive.

Phase I of the scheme used 25,751,978 of an authorised 51,540,500 treasury shares. A further 25,788,522 options remain outstanding, 0.16% of the capital [11].

What the boards are paid, and the number that changed

Key management compensation — defined in the accounts as the Board of Commissioners and the Board of Directors — rose every year from Rp85.8 billion in 2020 to Rp154.2 billion in 2024, then fell to Rp90.1 billion in 2025.

Sources: each year's own annual report — FY2021 [12], FY2022 [13], FY2023 [14], FY2024 [15], FY2025 [16].

The fall is not what the filings show when they are read against each other. The FY2024 annual report states, in the audited related-party note and again in the governance section, that the Board of Directors received Rp135,175,793 thousand and the Board of Commissioners Rp19,015,849 thousand in 2024 — Rp154,191,642 thousand in total [15] [17]. The FY2025 annual report, presenting 2024 as its comparative, states Rp71,472,194 thousand and Rp18,604,969 thousand — Rp90,077,163 thousand [16] [8]. The directors' line is Rp63.7 billion lower, a cut of 47%; the total is Rp64.1 billion lower, 41.6%.

Sources: FY2024 Annual Report, Balances and Transactions with Related Parties [15]; FY2025 Annual Report, Note 33 [16].

The 2023 figure is stable across the two filings that report it — Rp134,191,486 thousand in both the FY2023 and FY2024 reports [14] [15] — so this is not a general re-presentation of prior periods. It is confined to 2024. Nor is it an auditor changeover: the FY2023 accounts were audited by Purwantono, Sungkoro dan Surja [18], while the FY2025 accounts were audited by Tanubrata Sutanto Fahmi Bambang dan Rekan, whose signing partner the FY2025 report records as being in his second period of engagement — so the same firm signed the 2024 accounts [19]. One firm signed both versions of the 2024 number, and neither report carries a restatement note or a reconciliation.

An innocent explanation is available. Four board members — President Commissioner Ardy Hady Wijaya and directors Elly, Mitchella Ardy Hady Wijaya and Keith Ardy Hady Wijaya — resigned with effect from 31 January 2025 [20], and a departure package accrued in 2024 and later re-presented on a continuing-members basis would produce roughly this shape. Nothing in either filing says so. A Rp64 billion movement in the disclosed pay of the people who run the company is not a rounding difference — it is 5.4% of the Rp1,196.0 billion of profit attributable to owners in FY2025 — and until the two figures are reconciled, an investor reading the filings does not know what the 2024 board pay was.

On the number the FY2025 report now presents, board pay has fallen sharply against what owners earn. Measured on profit attributable to owners, key management compensation was 11.3% in FY2021 and 16.2% in FY2023; on the restated basis it was 8.7% in FY2024 and 7.5% in FY2025 [12] [16]. Spread across the eight directors in office at 31 December 2025, Rp71.3 billion is an average of Rp8.9 billion each; across the six commissioners, Rp18.8 billion is Rp3.1 billion each. Both boards changed composition during the year, so those averages are indicative rather than per-person disclosures.

The first half of 2026 turned the trend back up: Rp56.70 billion against Rp42.81 billion in the same half of 2025, a rise of 32.4% [21]. Profit attributable to owners rose 38.0% over the same period, so pay grew slightly more slowly than the profit pool.

How pay is set

Individual remuneration is not disclosed. The company states plainly that it has decided not to publish the pay of each director and commissioner, citing confidentiality and the risk of recruitment by competitors, and discloses only the two aggregate totals [17] [8]. Those totals include tantiem, the Indonesian profit-share bonus [8].

The chain that sets the numbers is short and closed. The general meeting delegates the setting of commissioners' salaries, honoraria and allowances to the Major Shareholder — Eralink — and delegates the setting of directors' pay to the Board of Commissioners [22]. There is no separate nomination and remuneration committee; the company states that those functions are performed collectively by the Board of Commissioners [23]. Of the six commissioners at 31 December 2025, two are independent; President Commissioner Alexander Halim Kusuma and Commissioner Richard Halim Kusuma are each disclosed as having both a financial and a familial relationship with the major shareholder, as are President Director Budiarto Halim and Director Sintawati Halim [24].

This is a common structure for a family-controlled Indonesian issuer, and it is disclosed rather than concealed. It also means the controlling shareholder sets the pay of the body that sets the pay of the executives, with no independent committee in between and no individual figures published. The discipline on that arrangement is ownership: the same family bears 56.6% of anything excessive.

What has come back to shareholders

The dividend record is unbroken and the payout ratio has widened.

Sources: FY2022 Annual Report, Dividends and Dividend Policy [25]; FY2023 Annual Report [26]; FY2025 Annual Report [27]; Q2 FY2026 interim statements, Note 24 [28].

The 2025 fiscal year carried the largest dividend the company has declared: Rp25 a share, Rp388,951,577 thousand in total, approved at the annual meeting on 29 June 2026 [28]. That is 32.5% of profit attributable to owners and, at Rp386 a share, a yield of 6.5%. Add the Rp97.6 billion of stock retired in five months — 1.6% of shares outstanding, an annualised 3.8% — and the total return of capital is running near 10% of market value a year. The company also states that no negative covenant restricts dividend payments [27], which sits alongside the bank approval rights catalogued in Funding and Covenants.

Board pay is a meaningful share of what owners take out. Cash dividends declared for the five years FY2021 to FY2025 total Rp1,619.5 billion. Key management compensation over the same five years, taking each year as originally filed, totals Rp617.9 billion — 38.2% of that dividend pool; on the restated 2024 figure, Rp553.8 billion, or 34.2%. For every Rp100 declared to owners over five years, the two boards were paid roughly Rp35 to Rp38.

Source: derived from the dividend tables [25] [26] [27] [28] and the key management compensation notes [12] [13] [14] [15] [16].

Because the family's stake is measured against a shrinking share count, its cut of each dividend rises with every buyback. On the FY2025 dividend, Eralink's 8,800,291,400 shares collect Rp220.0 billion of the Rp389.0 billion declared — 56.6%, against the 55.09% the same holding would have taken on the December 2024 share count.

The read, and what would change it

The evidence supports a controlled company whose owner behaves like an owner. Eralink added 105 million shares in 2025, the company retired 251 million more in the first half of 2026, the dividend went to a record Rp25, and the family's economic interest rose from 55.09% to 56.56% in eighteen months without diluting anyone. For an investor who weighs alignment, that is the strongest fact in this chapter.

The fact that cuts hardest against it is that the alignment stops at the holding company. The executives who run the distribution business, negotiate with Apple and Samsung and decide how much inventory to carry own about a third of one percent between them; none of them bought a share in the open market in five years; the only equity they received was priced at the company's own average buyback cost; and one continuing director sold his entire holding. Meanwhile the disclosed pay of those boards for 2024 exists in two audited versions Rp64 billion apart, with no reconciliation, and no individual figures are published. Control and cash return are demonstrable here. Executive alignment, on the disclosed record, is not.

Three things would move that read, in either direction. An open-market purchase by a director or commissioner reported to the exchange would convert the equity story from inherited to chosen. A reconciliation of the 2024 compensation figure in the FY2026 report, or an explanatory note, would close the largest disclosure gap in this chapter; its continued absence would widen it. And a second MESOP phase priced at market rather than at treasury cost, using the 25.8 million options still outstanding, would show the board treating equity as an incentive rather than a transfer.

One limitation belongs on the page. Web research was unavailable during this pass, as it was for the preceding chapters, so exchange filings of insider transactions after 30 June 2026, any company statement on the 2024 compensation figure, and market commentary on the buyback could not be checked against sources outside the corpus. Everything above comes from the filings themselves.