Un-official translation

Curriculum Vitae Bapak Prof. Dr. Ir. Irwandy Arif, M.Sc.

Indonesian citizen, 63 years. He currently serves as an Independent Director of Golden Energy and Resources Ltd., Independent Commissioner of PT Vale Tbk, PT Indexim Coalindo, as well as members of the Audit Committee of PT Tbk and PT Tobabara Sejahtera Tbk.

He has extensive experience in the coal industry where he served as the Board of Commissioners of various companies in Indonesia such as PT Aneka Tambang Tbk., PT Berau Coal Energy Tbk, and PT Multi Harapan Utama.

He also has served as advisor in various mining companies, such as PT PT Tambang Batubara Bukit Asam Tbk., PT Freeport Indonesia, PT Pamapersada Nusantara, PT Gunung Bayan Pratama Coal, PT Cibaliung Sumber Daya Mineral, and PT Quarry Mas Utama.

He also involved in education sector, in which He has served as Head of Mining Department – Institute Technology of Bandung (“ITB”) during the year 1995-1998, Dean of the Faculty of Technology Minerals and Geo-Science at ITB during the year 2003- 2004 and served as Chairman of Commission II of the Advisory Board ITB during the years 2009-2014.

He was graduated from ITB as a Bachelor of Engineering in Mining Engineering in 1976. Later, He earned a Master of Science in Industrial Engineering from ITB in 1985 and earned a Master and Doctorate at the Ecoles des Mines de Nancy-Institute Polytechnique de Lorraine, France in 1988 and 1991. He also earned as the Professor in Mining Engineering from ITB in 2003.

MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014

Article Existing Articles of Association of the Company Proposal Amendment to the Articles of Association of the Company 10.2 At least 14 (fourteen) days prior to the notice of the GMS, At least 14 (fourteen) days prior to the notice of the GMS, excluding excluding the date of the announcement and the date of the the date of the announcement and the date of the notice, the party notice, the party authorised to issue the notice must authorised to issue the notice must announce to the shareholders announce to the shareholders that a GMS will be held by that a GMS will be held by placing an advertisement in at least 2 placing an advertisement in at least 2 (two) Indonesian daily (two) 1 (one) Indonesian daily newspapers published and one of newspapers published, one of which circulated widely and which national circulation widely and the other one is circulated in the other one is circulated in the Company's place of the Company's place of domicile as determined by the Board of domicile as determined by the Board of Directors. Directors.

10.3 Notice for the GMS must be made at least 14 (fourteen) days Notice for the GMS must be made at least 14 (fourteen) 21 (twenty prior to the date of the GMS, excluding the date of the notice one) days prior to the date of the GMS, excluding the date of the and the GMS, by placing an advertisement in at least 2 (two) notice and the GMS, by placing an advertisement in at least 1 (one) Indonesian daily newspapers, one of which circulated widely 2 (two) Indonesian daily newspapers, one of which and national and the other one is circulated in the Company's place of circulation widely and the other one is circulated in the Company's domicile as determined by the Board of Directors. place of domicile as determined by the Board of Directors.

10.4 A notice for a GMS must state the day, date, time and agenda A notice for a GMS must state the day, date, time, the shareholders of the meeting, and must be accompanied with a notification that has the rights to attend the GMS, and agenda of the meeting that the material of the matters to be discussed in the GMS including the explanation of each agenda, and must be accompanied are available at the office of the Company, from the day of the with a notification that the material of the matters to be discussed in notice until the date of the GMS is held, unless otherwise the GMS are available at the office of the Company, from the day of regulated in the laws and regulations in the field of the Capital the notice until the date of the GMS is held, unless otherwise Markets. regulated in the laws and regulations in the field of the Capital Markets.

Un-official translation MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014 10.6 Proposal made by shareholders must be included in the Proposal made by shareholders must be included in the agenda of agenda of the GMS, if: the GMS, if: a. the proposals have been made in writing to the Board of a. the proposals have been made in writing to the Board of Directors by one or more shareholders representing at Directors by one or more shareholders representing at least 10% least 10% (ten percent) of the total shares issued by the (ten percent) 5% (five percent) of the total shares issued by the Company with valid voting rights; Company with valid voting rights; b. the proposals have been received by the Board of b. the proposals have been received by the Board of Directors no Directors no later than 7 (seven) days prior to the later than 7 (seven) days prior to the issuance of the date of issuance of the date of notice for the GMS concerned; notice for the GMS concerned; c. at the discretion of the Board of Directors such proposal c. at the discretion of the Board of Directors such proposal are are deemed to be directly related to the Company’s deemed to be directly related to the Company’s business business activities, with due observance of the other activities, with due observance of the other provisions of the provisions of the Articles of Association. Articles of Association.

12.5 If for any reason there is a vacancy in the members of the If for any reason there is a vacancy in the members of the Board of Board of Directors, then within 180 (one hundred eighty) days Directors, then within 180 (one hundred eighty) 90 (ninety) days as of as of the vacancy, a GMS must be convened to fill such the vacancy, a GMS must be convened to fill such vacancy by due vacancy by due observance of the laws and regulations and observance of the laws and regulations and the Articles of the Articles of Association. Association.

12.7 A member of the Board of Directors may resign from his/her A member of the Board of Directors may resign from his/her position position by giving to the Company written notice of his/her by giving to the Company written notice of his/her intention to resign intention to resign no later than 30 (thirty) days before the no later than 30 (thirty) days before the proposed date of his/her proposed date of his/her resignation. resignation. The Company must convene a GMS to resolve the resignation The Company must convene a GMS to resolve the resignation of the of the member of Board of Directors no later than 60 (sixty) member of Board of Directors no later than 90 (ninety) 60 (sixty) days days as of receipt of the resignation letter. as of receipt of the resignation letter. In the event the Company does not convene a GMS within the In the event the Company does not convene a GMS within the stipulated period as referred to above, then with the expiry of stipulated period as referred to above, then with the expiry of such such period, the resignation of such member of the Board of period, the resignation of such member of the Board of Directors Directors becomes effective without the requirement to obtain becomes effective without the requirement to obtain approval of the approval of the GMS, provided that if such resignation result in GMS, provided that if such resignation result in the number of the the number of the members of the Board of Directors becomes members of the Board of Directors becomes less than 6 (six) less than 6 (six) members, then such resignation will only members, then such resignation will only become valid if approved by become valid if approved by the GMS and new members of the the GMS and new members of the Board of Directors have been Board of Directors have been appointed so that the minimum appointed so that the minimum requirement regarding the number of

Un-official translation MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014 requirement regarding the number of members of the Board of members of the Board of Directors is satisfied. Directors is satisfied. The accountability of the member of the Board of Directors who The accountability of the member of the Board of Directors who resigns as at the date of his/her appointment to the date of his/her resigns as at the date of his/her appointment to the date of resignation, can be requested. his/her resignation, can be requested.

14.3 Unless: Unless: a. waived in writing by each of the Directors; or a. waived in writing by each of the Directors; or b. there is an emergency requiring a meeting of the Board of b. there is an emergency requiring a meeting of the Board of Directors (in which case not less than 3 (three) business Directors (in which case not less than 3 (three) business days prior days prior to written notice shall be given), to written notice shall be given), notice of a meeting of the Board of Directors must be delivered notice of a meeting of the Board of Directors must be delivered by by registered letter or by hand directly sent to each member of registered letter or by hand directly sent to each member of the Board the Board of Directors against a proper receipt from each of Directors against a proper receipt from each member of the Board member of the Board of Directors, no later than 14 (fourteen) of Directors, no later than 14 (fourteen) days prior to the meeting, days prior to the meeting, excluding the day of the notice and excluding the day of the notice and the day of the meeting. the day of the meeting. Such notice should include the information on the agenda specifying Such notice should include the information on the agenda the business to be transacted at the meeting and in the absence of specifying the business to be transacted at the meeting and in written agreement to the contrary form all of the Directors, the the absence of written agreement to the contrary form all of the decisions of the meeting shall be limited to the matters set out in the Directors, the decisions of the meeting shall be limited to the agenda. Further, a detailed board note and related materials covering matters set out in the agenda. Further, a detailed board note the agenda shall be circulated to all Directors at least 5 (five) business and related materials covering the agenda shall be circulated days prior to such meeting. to all Directors at least 5 (five) business days prior to such meeting. 14.13 Minutes shall be drawn up of the proceedings and of the Minutes shall be drawn up of the proceedings and of the decisions decisions of the Board of Directors by an individual appointed of the Board of Directors by an individual appointed by the by the Chairman and then shall be signed by the chairman Chairman and then shall be signed by all member of Board of and 1 (one) member of the Board of Directors or by one of Directors who attend the meeting. the chairman and 1 (one) representative or attorney of a member of the Board of member of the Board of Directors or by one of representative or Director appointed for such purposes at the Board of Director attorney of a member of the Board of Director appointed for such meeting in order to ensure the completeness and truth of the purposes at the Board of Director meeting in order to ensure the minutes of the Board of Directors meeting. If there is any completeness and truth of the minutes of the Board of Directors dispute with regard to matters set out in the minutes, such meeting. If there is any dispute with regard to matters set out in the matters must be resolve in a Board of Directors meeting minutes, such matters must be resolve in a Board of Directors

Un-official translation MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014 approved by more than 50% (fifty percent) of the total meeting approved by more than 50% (fifty percent) of the total members of the Board of Directors that are in their term of members of the Board of Directors that are in their term of office. office. The minutes shall be prima facie evidence of the The minutes shall be prima facie evidence of the Board of Board of Directors’ decisions for the members of the Board of Directors’ decisions for the members of the Board of Directors itself Directors itself or to third parties. If minutes prepared by a or to third parties. If minutes prepared by a notary, the notary, the abovementioned signature is not required. abovementioned signature is not required.

15.5 If for any reason there is a vacancy in the members of the If for any reason there is a vacancy in the members of the Board of Board of Commissioners, then within 60 (sixty) days as of the Commissioners, then within 90 (ninety) 60 (sixty) days as of the vacancy, a GMS must be convened to fill such vacancy by due vacancy, a GMS must be convened to fill such vacancy by due observance of the laws and regulations and the Articles of observance of the laws and regulations and the Articles of Association. A member of the Board of Commissioners Association. A member of the Board of Commissioners whose term whose term has expired may be re-appointed. has expired may be re-appointed.

15.6 A member of the Board of Commissioners may resign from A member of the Board of Commissioners may resign from his/her his/her position by giving to the Company written notice of position by giving to the Company written notice of his/her intention to his/her intention to resign no later than 30 (thirty) days before resign no later than 30 (thirty) days before the proposed date of the proposed date of his/her resignation. his/her resignation. The Company must convene a GMS to resolve the resignation The Company must convene a GMS to resolve the resignation of the of the member of Board of Commissioners no later than 60 member of Board of Commissioners no later than 90 (ninety) 60 (sixty) days as of receipt of the resignation letter. (sixty) days as of receipt of the resignation letter.

In the event the Company does not convene a GMS within the stipulated period as referred to above, then with the expiry of such In the event the Company does not convene a GMS within the period, the resignation of such member of the Board of stipulated period as referred to above, then with the expiry of Commissioners becomes effective without the requirement to obtain such period, the resignation of such member of the Board of approval of the GMS, provided that if such resignation result in the Commissioners becomes effective without the requirement to number of the members of the Board of Commissioners becomes less obtain approval of the GMS, provided that if such resignation than 6 (six) members, then such resignation will only become valid if result in the number of the members of the Board of approved by the GMS and new members of the Board of Commissioners becomes less than 6 (six) members, then such Commissioners have been appointed so that the minimum resignation will only become valid if approved by the GMS and requirement regarding the number of members of the Board of new members of the Board of Commissioners have been Commissioners is satisfied. appointed so that the minimum requirement regarding the number of members of the Board of Commissioners is satisfied.

Un-official translation MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014

An accountability of the member of the Board of An accountability of the member of the Board of Commissioners who Commissioners who resigns as at the date of his/her resigns as at the date of his/her appointment to the date of his/her appointment to the date of his/her resignation, can be resignation, can be requested requested 17.1 A meeting of the Board of Commissioners must be held, A meeting of the Board of Commissioners must be held, however, in however, in any event, unless waived in writing by the any event, unless waived in writing by the President Commissioner President Commissioner and Vice President Commissioner, and Vice President Commissioner, regularly in person every 3 (three) regularly in person every 3 (three) months, or if so requested in 2 (two) months, or if so requested in writing by: writing by: a. one or more members of the Board of Directors; a. one or more members of the Board of Directors; b. one or more members of the Board of Commissioners; or b. one or more members of the Board of Commissioners; or c. one or more shareholders jointly representing 10% (ten percent) c. one or more shareholders jointly representing 10% (ten or more of the total number of valid voting shares. percent) or more of the total number of valid voting shares. 17.14 Minutes shall be drawn up of the proceedings and of the Minutes shall be drawn up of the proceedings and of the decisions decisions of the Board of Commissioners by an individual of the Board of Commissioners by an individual appointed by the appointed by the Chairman and must be signed by the Chairman and must be signed by the chairman of that meeting and chairman of that meeting and 1 (one) of the other members 1 (one) of the other members of the Board of Commissioners of the Board of Commissioners appointed by and among those appointed by and among those present at the meeting. all member present at the meeting. of Board of Commissioners who attend the meeting. If the minutes will be prepared a notary, signing will not be If the minutes will be prepared a notary, signing will not be required. required. 18.5 The Company must announce the balance sheet and profit The Company must announce the balance sheet and profit and loss and loss statement in 2 (two) daily newspapers in the statement in 1 (one) 2 (two) daily newspapers in the Indonesian Indonesian language with national circulation and with the language with national circulation and with the circulation at the circulation at the place where the Company has its domicile, place where the Company has its domicile , in accordance with the in accordance with the prevailing Capital Markets laws and prevailing Capital Markets laws and regulations no later than on the regulations no later than on the end of the third months from end of the third months from the date of the annual report. the date of the annual report.

Un-official translation MATERIAL TO THE EGM OF PT GOLDEN ENERGY MINES Tbk (the “Company”) Tuesday, November 17th, 2015 Amendment to the Articles of Association of the Company Referring to POJK No. 32/POJK.04/2014 and POJK No. 33/POJK.04/2014 19.2 Dividend can only be distributed in accordance with the Dividend can only be distributed in accordance with the Company’s Company’s financial ability pursuant to a resolution of GMS, financial ability pursuant to a resolution of GMS, where the resolution where the resolution of the GMS also determined the time and of the GMS also determined the time and procedures of dividend procedures of dividend distribution with due observance of the distribution with due observance of the prevailing provisions in the prevailing provisions in the where Indonesia stock exchange where the shares of the Company listed. the shares of the Company listed. Dividend for 1 (one) share must be distributed to a party whose Dividend for 1 (one) share must be distributed to a party name registered in the Shareholders Register on the business day whose name registered in the Shareholders Register on the that will be stipulated by or pursuant to the authority from the GMS business day that will be stipulated by or pursuant to the where the resolution to distribute dividends are resolved, amongst authority from the GMS where the resolution to distribute others without prejudice the provisions of the prevailing Indonesia dividends are resolved, amongst others without prejudice the stock exchange regulations. provisions of the prevailing Indonesia stock exchange The Board of Directors must announce the distribution date to all regulations. shareholders. The Board of Directors must announce the distribution date to Notice on dividend must be announced in at least 2 (two) 1 (one) all shareholders. newspapers in Indonesia language with national circulation and with Notice on dividend must be announced in at least 2 (two) the circulation at the place where the Company has its domicile , as newspapers in Indonesia language with national circulation stipulated by the Board of Directors with due observance of the and with the circulation at the place where the Company has Capital Markets laws and regulations. its domicile, as stipulated by the Board of Directors with due observance of the Capital Markets laws and regulations.

Un-official translation