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20240131_VOKS_Pemanggilan RUPS_31573253_lamp1.pdf
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INVITATION
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT VOKSEL ELECTRIC Tbk
(“Company”)
Domiciled at South Jakarta
PT Voksel Electric Tbk (“Company”), domiciled at South Jakarta, hereby invites all the
Shareholders of the Company to attend the Extraordinary General Meeting of Shareholders
(“Meeting”) that will be held on:
Day, date : Thursday, February 22nd 2024
Waktu : 10.00 WIB (Western Indonesian Time) - finish
Tempat : PT Voksel Electric Tbk
Menara Karya Building 3rd Floor, Suite D
Jalan HR Rasuna Said Block X-5 Kav. 1-2 Kuningan, South
Jakarta
1) AGENDA AND EXPLANATION OF MEETING AGENDA
1. Approval of the change of member composition of Company’s Board of
Directors;
Explanations:
That this agenda item is implemented pursuant on the provisions of Article 94 of Law
Number 40 of 2007 concerning Limited Liability Companies ("UU 40/2007"), Financial
Services Authority Regulation Number. 33/POJK.04/2014 concerning the Board of
Directors and Board of Commissioners of Issuers or Public Companies ("POJK
33/2014"), Regulation of the Financial Services Authority of the Republic of Indonesia
Number 15/POJK.04/2020 concerning Planning and Organizing General Meetings of
Shareholders of Public Companies ( "POJK 15/2020"), and Article 11 paragraph (6)
letter a, paragraph (12) and paragraph (13) of the Company's Articles of Association
("Company AD") which essentially states that members of the Board of Directors are
appointed and dismissed by the General Meeting of Shareholders.
2. Approval of the change of member composition of Company’s Board of
Commissioners;
Explanations:
That this agenda item is implemented pursuant on the provisions of Article 111 of Law
Number 40 of 2007 concerning Limited Liability Companies ("UU 40/2007"), Financial
Services Authority Regulation Number. 33/POJK.04/2014 concerning the Board of
Directors and Board of Commissioners of Issuers or Public Companies ("POJK
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33/2014"), Regulation of the Financial Services Authority of the Republic of Indonesia
Number 15/POJK.04/2020 concerning Planning and Organizing General Meetings of
Shareholders of Public Companies ( "POJK 15/2020"), and Article 14 paragraph (8)
letter a, paragraph (16) and paragraph (17) of the Company's Articles of Association
("Company AD") which essentially states that members of the Board of Commissioners
are appointed and dismissed by the General Meeting Shareholders.
3. Changes in the appointment of a Public Accountant to audit the Company's
books for the 2023 financial year and delegate authority to the Company's Board
of Commissioners based on the Audit Committee to appoint a replacement
Public Accounting Firm and/or Public Accountant in the case of a Public
Accounting Firm and/or Public Accountant appointed for any reason also unable
to perform or complete his works and give authority to the Company's Directors
to determine the honorarium and other requirements in connection with the
appointment.
Explanations:
This Agenda in the Meeting is pursuant to Article 3 paragraph (1) Financial Services
Authority Regulation No. 09 of 2023 regarding the use of Public Accountant’ and Public
Accounting Firm’s Service in Financial Service. The company propose to change the
appointment of Alexander Adrianto Tjahyadi as Public Accountant to audit Company’s
Financial Statement for the year 2023 and delegate authority to the Company's Board
of Commissioners based on the Audit Committee to appoint a replacement Public
Accounting Firm and/or Public Accountant in the event that the appointed Public
Accounting Firm and/or Public Accountant for any reason is unable to perform or
complete its work and authorize the Company's Directors to determine the honorarium
and other requirements in connection with the appointment.
2) THE SHAREHOLDERS WHO ARE ENTITLED TO ATTEND
1. Based on Article 23 paragraph (1) POJK GMS, Shareholders, either themselves or
represented by their proxies, based on their power of attorney have the right to attend the
Meeting.
2. Based on Article 23 paragraph (2) POJK GMS Meeting Participants are Shareholders
whose names are registered in the Company's Register of Shareholders on January 30
2024 and/or owners of the balance of Company shares in the Securities Account sub-
account at PT Kustodian Sentral Efek Indonesia at the close of trading at Indonesia Stock
Exchange on January 30 2024 until 16.00 WIB.
3. Shareholders can appoint their proxies to attend the Meeting, with the following
conditions:
A. Attend the meeting physically; or
B. Attend meetings electronically via the eASY.KSEI application provided by KSEI with
pursuant to Financial Services Authority Regulation No. 16/POJK.04/2020
concerning the Implementation of Electronic General Meetings of Shareholders of
Public Companies ("POJK 16/2020")
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C. Grant power of attorney through the KSEI Electronic General Meeting System facility
(eASY.KSEI) in the link https://easy.ksei.co.id provided by KSEI as a mechanism for
providing electronic power of attorney in the process of holding a Meeting ("e-Proxy")
which is carried out no later than 1 (one) working day before the Meeting is held.
Power of Attorney via e-Proxy cannot be given to members of the Board of Directors
and members of the Board of Commissioners, as well as employees of the Company.
Shareholders who will using the eASY.KSEI application can download the usage
guide at the following link (https://www.ksei.co.id/data/download-data-and-user-
guide).
D. In the event that Shareholders cannot access the KSEI System (eASY.KSEI),
Shareholders can download the power of attorney contained on the Company's
website (can be access at https://www.voksel.co.id/) to provide power of attorney and
vote at the Meeting, the power of attorney must be sent to the Securities
Administration Bureau ("BAE") PT PT Electronic Data Interchange Indonesia (EDII)
10th Floor, Wisma SMR, Jl. Yos Sudarso Kav 85 No. 89, Sunter Jaya, Kec. Tj. Priok,
North Jkt, Special Capital Region of Jakarta 14360, as well as a scancopy to the
Company's email address, namely corsecve@voksel.com and email: bae@edi-
indonesia.co.id;, no later than 3 (three) working days before the Meeting date, 19
February 2024 at 15.00 WIB
4. The Eligible Shareholders or their proxies that will physically attend the Meeting are
required to submit to the registrar; original written confirmations (KTUR or Konfirmasi
Tertulis untuk RUPS) and their original Identity Cards or other form of valid identification
before entering the Meeting room, and for the representative of the Company’s
Shareholders which are legal entities, in addition to submitting the original KTUR and the
copies of Identity Card or other identification, they are required to submit copies of their
latest articles of association, and deed of appointment of the last management of the legal
entity they represent.
3) MEETING MATERIALS
Materials or supporting materials for all Meeting agenda items can be accessed and
downloaded via the Company's website, BEI and the eASY.KSEI application from KSEI
starting from the date of the Invitation to the Meeting, or can be obtained by submitting a
written request to the Company's Corporate Secretary during working hours via the email
address provided above by clearly stating the name of the individual or agency they
represent.
4) GENERAL PROVISIONS
1. The meeting will be held electronically based on the provisions in POJK 15/2020 and
POJK 16/2020, using the eASY.KSEI application provided by the eRUPS Provider,
namely KSEI.
2. This invitation to the Meeting is an official invitation in accordance with the provisions of
Article 82 paragraph (2) Law No. 40/2007 and Article 52 paragraph (1) POJK 15 so that
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the Company does not send a separate invitation to Shareholders. This summons can
also be seen on the Company's website www.voksel.co.id, the Indonesia Stock
Exchange website (www.idx.co.id), and the KSEI Electronic General Meeting System
application ("eASY.KSEI").
3. In regard to the issuance of KSEI Directors Circular No. KSEI-4012/DIR/0521 dated 31
May 2021 concerning the Implementation of the e-Proxy Module and the Implementation
of the e-Voting Module in the eASY.KSEI application along with Broadcasts of the
General Meeting of Shareholders, Shareholders can attend electronically via the
eASY.KSEI application which has been provided by KSEI. To use the eASY.KSEI
application, Shareholders can access the eASY.KSEI menu in the AKSes facility
(http://akses.ksei.co.id) with consider to the following provisions:
A. Shareholders can declare their proxies and votes, change the appointment of the
Proxy and/or vote choice for the Meeting Agenda, or revoke the proxies, from the
date of the Invitation to the Meeting until no later than 1 (one) working day before
the date of the Meeting, namely on Wednesday , February 21 2024 at 12.00 WIB.
B. Shall register via the eASY.KSEI application on the date of the Meeting from 09.00
WIB to 09.45 WIB.
C. Delays or failures in the electronic registration process for any reason will result in
Shareholders or their proxies being unable to attend the Meeting electronically and
their share ownership not being counted in the attendance quorum.
D. Shareholders or their proxies who have registered on the eASY.KSEI application
can watch the ongoing Meeting via Zoom webinar ("GMS Viewing") by accessing
eASY.KSEI.
E. Participants in the GMS broadcast are determined on a first come first served basis
because the capacity is only 500 participants.
F. Shareholders or their proxies who do not have the opportunity to witness the
implementation of the Meeting via the GMS Broadcast are still considered legally
present electronically and their share ownership and vote choices are taken into
account at the Meeting, as long as they have been registered in the eASY.KSEI
application.
G. Shareholders who only watch the Meeting via the GMS Broadcast, but do not
declare their presence on the eASY.KSEI application, will not be counted in the
Meeting attendance quorum.
H. To get the best experience in using the eASY.KSEI application and/or GMS
broadcasts, Shareholders or their proxies are advised to use the Mozilla Firefox
browser.
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4. If after the date of this Invitation there are operational technical changes to the
eASY.KSEI application, or changes to KSEI regulations, guidelines and/or explanations
related to holding the Meeting electronically via the eASY.KSEI application, then these
changes apply to the implementation of the Meeting, and all arrangements in these
General Provisions relating to holding Meetings electronically via the eASY.KSEI
application are deemed to be adjusted to these changes.
Jakarta, 31st January 2024
PT VOKSEL ELECTRIC Tbk.
Directors
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Financial Services Authority
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PT Kustodian Sentral Efek Indonesia
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Indonesia Stock Exchange
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PT Electronic Data Interchange Indonesia
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