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20260324_LPPF_Pemanggilan RUPS_32054902_lamp1.pdf
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NOTICE OF
GENERAL MEETING OF SHAREHOLDERS
PT MATAHARI DEPARTMENT STORE TBK (“COMPANY”)
The Board of Directors of the Company hereby calls and invites the Shareholders of the
Company to attend the Annual General Meeting of Shareholders (“AGMS”) and the
Extraordinary General Meeting of Shareholders (“EGMS”) (AGMS and EGMS hereinafter
collectively referred to as the “Meeting”) of the Company which will be held on:
Day / Date : Wednesday, April 15th, 2026
Time : 09:30 a.m. Western Indonesia Time
Venue : Cyber 2 Tower 17th Floor
Jl. H. R. Rasuna Said, Blok X – 5
Jakarta, Indonesia
The Agenda of the Meeting are as follows:
a. Agenda of the AGMS
1. Approval and ratification of the Company’s Annual Report and Sustainability Report for
the financial year 2025, which include the Company’s Activity Report, the Supervisory
Report of the Board of Commissioners, and the Company’s Financial Statements for the
financial year ended 31 December 2025, as well as the granting of full release and
discharge (acquit et de charge) to all members of the Board of Directors and the
Board of Commissioners of the Company for their respective management and
supervisory actions carried out during the financial year ended 31 December 2025;
2. Approval of the determination of the appropriation of the Company’s net profit for the
financial year 2025;
3. Appointment of a Public Accountant to audit the Company’s books for the financial
year 2026 and the granting of authority to the Board of Directors and the Board of
Commissioners of the Company to determine the honorarium and other terms of such
appointment; and
4. Appointment and/or changes in the composition of the members of the Board of
Directors and the Board of Commissioners of the Company, as well as determination of
the salary/honorarium and/or other allowances for the members of the Board of
Directors and the Board of Commissioners of the Company.
With the following explanation of the AGMS agenda:
1. The 1st up to 3rd AGMS agenda are routinely held at the Company’s AGMS, in
accordance with the provisions of the Company’s Articles of Association and Law
No.40 of 2007 regarding Limited Liability Companies (the “Company Law”); and
2. In respect of the 4th AGMS agenda, in accordance with Financial Services Authority
Regulation No. 33/POJK.04/2014 regarding the Board of Directors and the Board of
Commissioners of Issuers or Public Companies, the Company will seek approval for
changes in the composition of the members of the Board of Directors. Furthermore, with
due observance of the Company Law and the Company’s Articles of Association, the
Company will also seek approval for the determination of salaries and allowances for
the members of the Board of Directors as well as honorarium and allowances for the
members of the Board of Commissioners of the Company.
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b. Agenda of the EGMS
1. Approval of the reduction of the Company’s issued and paid-up capital; and
2. Approval of the amendment to the Company’s Articles of Association.
With the following explanation of the EGMS agenda:
1. In respect of the 1st EGMS Agenda, the Company plans to transfer the shares resulting
from the share buyback through a capital reduction by way of withdrawal of such
shares from the Company’s issued and paid-up capital, in accordance with the
Company Law and the prevailing Financial Services Authority regulations.
2. In respect of the 2nd EGMS Agenda, the Company proposes to amend the Company’s
Articles of Association as follows:
a. Change of the Company’s name, as part of the alignment with the Company’s
business strategy, strengthening of the Company’s corporate identity, and
alignment with the direction of the Company’s future business development; and
b. Amendment to the duties and authorities of the Board of Directors, where the
Company deems it necessary to adjust the allocation of duties and authorities of
the Board of Directors to ensure the effective performance of the Company’s
management functions and alignment with the Company’s operational needs and
corporate governance.
Notes:
1. In connection with the execution of the Meeting, the Company will not send separate
invitations to each of the Company's Shareholders, and therefore, this invitation serves as
the official and valid invitation for all of the Company's Shareholders. Additionally, this
Invitation is available on the Company's website https://www.matahari.com/corporate/,
IDX website, and KSEI website.
2. Shareholders entitled to attend the Meeting may: (i) vote at the Meeting electronically
through the eASY.KSEI digital platform (https://easy.ksei.co.id) or (ii) authorize
representative of PT Sharestar Indonesia, the Company's Share Registrar, who was
appointed as an independent party, either through the e-proxy mechanism provided by
KSEI or by submitting the Power of Attorney form available for download on the Company's
website. Detailed provisions for granting power of attorney are further explained below.
Guidelines for using the eASY.KSEI facility can be accessed via the following link:
https://www.ksei.co.id/data/download-data-and-user-guide.
3. To participate in Meeting electronically, Shareholders can access the website
https://akses.ksei.co.id and follow the procedures and guidelines for using the AKSes.KSEI
facility set out therein.
4. To attend the Meeting physically, the Company urges shareholders to confirm their
physical attendance in advance via email to ir@matahari.com no later than 2 working
days before the Meeting date.
5. Those 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 March 17, 2026 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; and
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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 as on March 17,
2026 at 16:00 WIB.
6. The submission of the power of attorney to the authorized proxies should include any
questions from shareholders or statements related to the Meeting agenda (if applicable).
7. Meeting Materials can be downloaded directly from 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) through e-Proxy which can be accessed electronically on the platform
eASY.KSEI through (https://easy.ksei.co.id).
a. A conventional Power of Attorney is a form that includes voting instructions and
questions for each agenda item. Shareholders must complete and sign The Power of
Attorney form along with any required supporting documents, and submit them to the
Company no later than April 13, 2026 at 16.00 WIB via email to ir@matahari.com. The
power of attorney shall be granted to PT Sharestar Indonesia, the Company’s Share
Registrar, as an independent party appointed by the Company. Shareholders are
requested to include their ID cards or other forms of identification with each Power of
Attorney submission.
Information regarding the independent proxy appointed by the Company can be
obtained through the Company's website.
b. The E-Proxy system, accessible through eASY.KSEI is provided by KSEI to enable scripless
shareholders whose shares are held in KSEI Collective Custody to electronically
delegate proxies. The Proxy 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 at the following link (https://easy.ksei.co.id) no later than April 14,
2026 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; and
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 April 13, 2026 at 16:00 WIB.
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3. Only validated Power of Attorneys, confirming the status of the holder as a shareholder of
the Company, enable attendance at the Meeting and count towards the quorum for
decision-making.
Jakarta, March 24, 2026
PT Matahari Department Store Tbk
Board of Directors
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MATAHARI DEPARTMENT STORE TBK
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H. R. Rasuna Said
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Financial Services Authority
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PT Sharestar Indonesia
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PT Kustodian Sentral Efek Indonesia
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