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20240223_NTBK_Ringkasan Risalah//Risalah RUPS_31580354_lamp1.pdf

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Page 1
                              Delivering Quality


             ANNOUNCEMENT OF SUMMARY OF MINUTES OF
         EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
                    PT NUSATAMA BERKAH Tbk

In order to fulfill the provisions of Article 49 paragraph (1) and Article 51
paragraph (1) of the Financial Services Authority Regulation No.
15/POJK.04/2020 concerning the Plan and the Implementation of the General
Meeting of Shareholders of Public Company ("POJK 15/2020"), the Board of
Directors of the Company hereby announce the Summary of Minutes of the
Company's Extraordinary General Meeting of Shareholders ("Meeting") as
follows:

A.   The Meeting of the Company has been held on:
     Day/Date      : Wednesday, 21 February 2024;
     Time          : 10.47’ BBWI - 11.05’ BBWI;
     Place         : Plaza Oleos, 2nd Floor, Bromo Room
                     Jl. TB Simatupang No. 53A, Jakarta 12520.

B.   Agenda of the Meeting are as follows:
     1.  Approval of changes to Article 3 of the Company's Articles of
         Association in connection with the proposal of addition to the
         Company's business activities.
     2.  Approval to the Board of Directors of the Company to transfer,
         release or pledge all or majority of the assets of the Company in
         one transaction or several transactions which stand alone or are
         related to one another and/or act as Guarantor through the
         provision of Corporate Guarantees, in connection with the
         Company's business activities and/or or subsidiaries of the
         Company, in the context of financial facilities that will be obtained
         by the Company and/or subsidiaries of the Company from third
         parties including extension or refinancing (and all additions and/or
         amendments thereto), up to a period deemed good by the Board of
         Directors of the Company, by complying with the provisions of
         POJK number 42/POJK.04/2020 concerning Affiliated Transactions
         and Conflict of Interest Transactions (“POJK No. 42/2020”) and
         POJK number 17/POJK.04/2020 concerning Material Transactions
         and Changes in Business Activities (“POJK No. 17/2020").

C.   The Board of Commissioners and Board of Directors the Company
     present at this Meeting are as follows:




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     BOARD OF COMMISSIONERS:
     President Commissioner                  : Mr. Ir. HILMAN RISAN;
     concurrently Independent Commissioner
     Commissioner                            : Mr. HARDIANTO DARJOTO;
     Commissioner                            : Mrs. LIA MARLIANA, S.E.

     BOARD OF DIRECTORS:
     President Director                      : Mr. Ir. BAMBANG SUSILO;
     Director                                : Mr. Ir. ISMU PRASETYO.

D.   Based on the attendance list of the shareholders of the Meeting, the
     recorded number of shares present or represented in the Meeting is
     2.061.079.900 shares, which constitute 76,3345% from the total amount
     of shares that have been issued by the Company, which have valid
     voting rights as required by the Company's articles of association and
     POJK 15/2020.

E.   The Company has provided opportunities for the shareholders and the
     proxy of shareholders to raised questions and/or provide opinions prior
     to the adoption of resolution for each agenda item of the Meeting.

F.   In the Meeting, there were no shareholders or proxy of shareholders who
     raised questions and/or provided opinions regarding each agenda item
     of the Meeting.

G.   The mechanism of adopting resolution of Meeting:
     1.  The mechanism of adopting resolution of Meeting was conducted
         in amicable manner. If no amicable resolution is reached, voting
         system is implemented in the Meeting through open voting system.
     2.  Shareholders were allowed to vote through Electronic General
         Meeting System KSEI (eASY.KSEI) provided by PT KUSTODIAN
          SENTRAL EFEK INDONESIA (“KSEI”).
     3.   Based on Article 11 paragraph 48 of the Company's Articles of
          Association and Article 47 of POJK 15/2020, shareholders with
          valid voting rights and have been present, both physically and
          electronically at the Meeting, but have not exercised their voting
          rights or abstained, are considered valid to attend the Meeting and
          cast the same vote as the majority of the voting shareholders by
          adding the said vote to the votes of the majority of the voting
          shareholders.

H.   Voting results:

     FIRST AGENDA OF THE MEETING:
     Disagree   : 100 votes
     Abstain    :   0 votes


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     Therefore the total number of shareholders who agreed was
     2.061.079.800 votes, which constitute 99,99% of the total number of valid
     votes cast, therefore the Meeting with the majority of votes decided to
     APPROVED to the proposed resolutions of the first agenda of the
     Meeting that had been submitted.

     SECOND AGENDA OF THE MEETING:
     Disagree       : 100 votes
     Abstain        :     0 votes
     Therefore the total number of shareholders who agreed was
     2.061.079.800 votes, which constitute 99,99% of the total number of valid
     votes cast, therefore the Meeting with the majority of votes decided to
     APPROVED to the proposed resolutions of the second agenda of the
     Meeting that had been submitted.

I.   Resolutions of the Meeting:

     FIRST AGENDA OF THE MEETING:
     1.  Approve changes to the provisions of Article 3 paragraphs (1) and
         (2) of the Company's Articles of Association regarding the Purpose
         and Objectives and Business Activities of the Company in
         connection with purpose to increase the Company's supporting
         business activities, namely in the four-wheeled or more motorized
         vehicle industry.
     2.  Grant authority and power to the Company's Board of Directors to
         adjust the Company's Purpose and Objectives and Business
         Activities of the Company in connection with the addition of the
         Company's supporting business activities, namely in the
         four-wheeled or more motorized vehicle industry, with the
         provisions of business sector groups as stipulated in the Regulation
         of the Head of the Central Statistics Agency concerning the
         Standard Classification of Indonesian Business Fields (KBLI) that
         currently applies to these business fields, namely KBLI number
         29101.
     3.  Grant authority to the Company's Board of Directors to state the
         results of the resolutions on this first Meeting agenda in a separate
         Notarial deed, including requesting approval for changes to the
         Company's Articles of Association from the competent authority,
         including the Ministry of Law and Human Rights of the Republic of
         Indonesia, to make changes and/or additions in any form
         necessary to obtain approval for changes to the Articles of
         Association, including changing the Company's business license,
         submitting, signing all applications and other documents, selecting
         a place of domicile and carrying out all necessary actions in order
         to add the Company's supporting business activities, nothing is
         excluded.


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SECOND AGENDA OF THE MEETING:
Grant approval to the Board of Directors of the Company to transfer, release or
pledge all or majority of the assets of the Company in one transaction or
several transactions which stand alone or are related to one another and/or act
as Guarantor through the provision of Corporate Guarantees, in connection
with the Company's business activities and/or or subsidiaries of the Company,
in the context of financial facilities that will be obtained by the Company and/or
subsidiaries of the Company from third parties including extension or
refinancing (and all additions and/or amendments thereto), up to a period
deemed good by the Board of Directors of the Company, by complying with the
provisions of POJK number 42/POJK.04/2020 concerning Affiliated
Transactions and Conflict of Interest Transactions (“POJK No. 42/2020”) and
POJK number 17/POJK.04/2020 concerning Material Transactions and
Changes in Business Activities (“POJK No. 17/2020").

                     Bekasi City, 22 February 2024
                   PT NUSATAMA BERKAH Tbk
                  Board of Directors of the Company




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Names mentioned 9 people and organisations named in the text · linked when the evidence is strong

linked org NUSATAMA BERKAH Tbk p.1 ×5
linked person Ir. HILMAN RISAN p.2
linked person HARDIANTO DARJOTO p.2
linked person LIA MARLIANA p.2
linked person Ir. BAMBANG SUSILO p.2
possible person Ir. ISMU PRASETYO. D. p.2 ×2
unresolved org Financial Services Authority p.1
unresolved org PT KUSTODIAN SENTRAL EFEK INDONESIA p.2
unresolved org Ministry of Law and Human Rights p.3

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