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20231130_LPPF_Pemanggilan RUPS_31543864_lamp2.pdf
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NOTICE/INVITATION OF
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT MATAHARI DEPARTMENT STORE TBK (“COMPANY”)
The Board of Directors of the Company hereby invite the Shareholders of the Company
to attend the Extraordinary General Meeting of Shareholders (“Meeting”) of the
Company which will be held on:
Day / Date : Friday, 22 December 2023
Time : 09.30 Western Indonesia Time - finish
Venue : Cyber 2 Tower 17th Floor
Jl. H. R. Rasuna Said, Blok X – 5
Jakarta, Indonesia
With the following agendas:
1. Approval on the proposed change in the composition of the Board of Directors
and Board of Commissioners of the Company.
Explanation to the Meeting agendas:
The Meeting agenda will discuss the change in the composition of the Board of
Directors and the Board of Commissioners of the Company in relation to the
resignation of Mr. Terence Donald O'Connor from his position as an Independent Vice
President Director of the Company, and the changes in the composition of the Board
of Directors and the Board of Commissioners of the Company.
Notes:
1. In relation to the Meeting, the Company will not send separate invitations to each
of the Company's Shareholders, and thus this invitation serves as an official and
valid invitation for all of the Company's Shareholders. This Invitation can also be
seen at Company's website https://www.matahari.com/corporate/, website of PT
Bursa Efek Indonesia, and website of the KSEI.
2. By referring to the Financial Services Authority Regulation No. 16/POJK.04/2020
regarding Implementation of Electronic General Meeting of Shareholders of Public
Companies, Meeting will be held electronically and by limiting the physical
presence of shareholders. The Company determines that the number of
shareholders or their proxies who can physically attend the Meeting is limited to a
maximum of 10 (ten) persons, provided that the Shareholders and/or their proxies
who have confirmed their physical attendance in advance will receive priority until
the maximum attendance quota is met.
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3. Shareholders who cannot attend the Meeting physically, are required to: (i) attend
and vote at the Meeting electronically through the eASY.KSEI platform
(https://easy.ksei.co.id) or (ii) give the power of attorney to representatives of PT
Sharestar Indonesia which is the Company's Share Registrar who appointed as an
independent party, either through the e-proxy mechanism provided by KSEI or by
submitting the Power of Attorney form provided by the Company which can be
downloaded on the Company's website. The provisions for granting power of
attorney are further explained below. Guidelines for using the eASY.KSEI facility can
be accessed via the link : https://www.ksei.co.id/data/download-data-and-user-
guide.
4. To participate in the Meeting electronically, Shareholders can access the website
https://akses.ksei.co.id and follow every procedure and guidelines for using the
AKSes.KSEI facility contained therein.
5. Those who are entitled to attend or be represented by the valid Power of Attorney
at the Meeting are:
a. For shares of the Company that have not been registered in the Collective
Custody of PT Kustodian Sentral Efek Indonesia (“KSEI”), whose names are
recorded in the Register of Shareholders of the Company on 29 November 2023
at the latest up to 16.00 Western Indonesia Time (“WIB”) made by PT Sharestar
Indonesia as the Company's Securities Administration Bureau located in Jakarta
and having its address at Sopo Del Office Towers & Lifestyle Tower B, 18th Floor,
Jl. Mega Kuningan Barat III, Lot 10. 1-6 Kawasan Mega Kuningan, Jakarta 12950;
b. For shares of the Company that are in the KSEI Collective Custody or at a
Custodian Bank ("BK") or at a Securities Company ("PE"), only the legitimate
account holders whose names are registered as shareholders of the Company
in securities account of KSEI or BK or PE and in the Register of Shareholders of the
Company on 29 November 2023 at 16:00 WIB.
6. Submission of the power of attorney to the authorized proxies shall be
accompanied by questions to be asked by the Shareholders or statements in
connection with the Meeting agenda (if any).
7. Meeting Materials can be downloaded directly on the Company's website and
eASY.KSEI platform from the date of this invitation until the date of the Meeting.
Power of Attorney
Shareholders who will attend, cast their votes and submit questions at the Meeting by
granting power of attorney shall refer to the following provisions:
1. The Company provides 2 (two) types of power of attorney to the Shareholders,
namely (i) Conventional Power of Attorney which can be downloaded through the
Company's website and (ii) e-Proxy which can be accessed electronically on the
platform eASY.KSEI through (https://easy.ksei.co.id).
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a. Conventional Power of Attorney is a Power of Attorney form which includes
voting as well as questions for each agenda. The Power of Attorney that has
been completed and signed by the Shareholders along with the supporting
documents can be submitted to the Company no later than 20 December 2023
at 16.00 WIB via email to ir@matahari.com. The power of attorney shall be
granted to PT Sharestar Indonesia which is the Company’s Share Registrar as an
independent party appointed by the Company. In each power of attorney,
Shareholders are requested to include ID cards or identification of the
Shareholders.
Information regarding the independent proxy appointed by the Company can
be obtained via the Company's website.
b. E-Proxy through eASY.KSEI is a power of attorney system provided by KSEI to
facilitate and integrate Proxy from scripless Shareholders whose shares are held
in KSEI Collective Custody to their proxies electronically. The Proxy who is
available at eASY.KSEI is an independent party appointed by the Company.
Power of attorney based on e-proxy can be submitted via the eASY.KSEI website
in the link (https://easy.ksei.co.id) no later than 21 December 2023, at 12.00 WIB.
2. Shareholder's Representative or Proxy in the form of legal entities ("Legal Entity
Shareholders") must submit:
a. Photocopy of Legal Entity Shareholders' statutes which are in force at the time
the Meeting is held;
b. Photocopy of the deed of appointment of members of the board of directors
that is valid at the time of the Meeting, along with the evidence of notification
and registration to the relevant authority, including but not limited to notification
to the Minister of the Law and Human Rights of the Republic of Indonesia;
to the Company via email to ir@matahari.com no later than 20 December 2023 at
16.00 WIB.
3. Only the Power of Attorneys that are validated as Shareholders of the Company
are entitled to attend with a Power of Attorney at the Meeting and will be counted
as a quorum for decision making.
Jakarta, 30 November 2023
PT Matahari Department Store Tbk
Board of Directors
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