Skip to content
Back to announcement

20231026_GGRP_Pemanggilan RUPS_31482328_lamp2.pdf

RUPS notice Text extracted GGRP

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 5

Page 1
                     Notice of the Extraordinary General Meeting of Shareholders
                                     PT GUNUNG RAJA PAKSI Tbk


The Board of Directors of PT GUNUNG RAJA PAKSI Tbk, domiciled in Bekasi Regency (the “Company”),
hereby invites the Company’s shareholders to attend the Extraordinary General Meeting of Shareholders
(“Meeting”), which will be held on:

   Day/Date          :    Friday, November 17, 2023;
   Time              :    09:30 WIB to 11:30 WIB;
   Venue             :    Company Office
                          Jln. Perjuangan No. 8, Kampung Tangsi RT. 004 RW. 006, Desa Sukadanau,
                          Kecamatan Cikarang Barat, Kabupaten Bekasi 17510.

The agenda of the Meeting are as follows:
1. Approval to changes in the composition of the Board of Directors and Board of Commissioners of the
   Company.

   Explanation: the above agenda is in accordance with the provisions of (i) Article 15 paragraphs (10) and
   (13) and Article 18 paragraph (14) of the Company's Articles of Association, (ii) Article 8 paragraph (3)
   Financial Services Authority Regulation No. 33/POJK.04/2014 concerning Directors and Board of
   Commissioners of Issuers or Public Companies.

2. Approval to transfer part of the Company's assets which is carried out within the framework of the deposit
   for additional investment in the Company's shares in PT Nusantara Baja Profil ("NBP") (the plan for
   additional share investment in NBP hereinafter will be stated as "Additional Participation Plan").

   Explanation: the above agenda is carried out in connection with the Company's plan to increase its share
   investment in PT Nusantara Baja Profil in accordance with the provisions of Law no. 40 of 2007
   concerning Limited Liability Companies as last amended by Government Regulation in Lieu of Law on
   the Republic of Indonesia Number 2 of 2022, Financial Services Authority Regulation No.
   17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities and Financial
   Services Authority Regulation no. 42/POJK.04/2020 concerning Affiliate Transactions and Conflict of
   Interest Transactions.
   The Company will carry out an Additional Investment Plan of IDR 5,166,808,500,000.00 (five trillion one
   hundred sixty-six billion eight hundred eight million five hundred thousand Indonesian Rupiah), and
   conversely the Company will receive additional shares of 10,333,617 (ten million three hundred and thirty
   three thousand six hundred and seventeen) shares with a nominal share of IDR 500,000 (five hundred
   thousand Indonesian Rupiah) per share, so that the Company's total shares in PT Nusantara Baja Profil
   increased from the previous 3,960 (three thousand nine hundred and sixty) shares to 10,337,577 (ten
   million three hundred thirty seven thousand five hundred seventy seven) shares.
3. Granting power and authority to the Board of Directors of the Company with the right of substitution to
   implement all decisions taken at the EGMS, including but not limited to making or requesting all necessary
   deeds, letters and documents, present before parties/authorized officials, including notaries, appointing
   third parties required within the framework of the Company's Additional Investment Plan, and to submit a
   request to the authorized parties/officials to obtain approval or report the matter to the authorized
   parties/officials and register it in the company register as intended in applicable laws and regulations.
   Explanation: granting power and authority to the Board of Directors of the Company to implement the
   EGMS decisions including signing the deed of participation and other related documents.
Page 2
Note:
1.   The Company does not send a specific invitation to shareholders, since this Notice is valid as an official
     invitation. This Notice can also be accesed on the Company’s website at
     https://www.gunungrajapaksi.com and the application of eASY.KSEI.
2.   Shareholders who are entitled to attend the Meeting are those whose names are listed in the
     Company’s Register of Shareholders at the closing of Stock Exchange trading hours on October 25,
     2023
3.   Participation of the Shareholders in the Meeting can be done with the following mechanism::
     a. physically attend at the Meeting; or
     b. attend the Meeting electronically through the application of eASY.KSEI.
4.   Shareholders who can attend electronically as mentioned in point 4 letter b, are local individual
     shareholders whose shares are held in KSEI’s collective custody.
5.   To use the eASY.KSEI application, shareholders can access the eASY.KSEI menu, Login eASY.KSEI
     submenu, located in the facility of AKSes (https://akses.ksei.co.id/).
6.   Prior to determining their participation in the Meeting, shareholders are required to read the terms
     conveyed in this Notice, and other stipulations related to Meeting based on the authoity determined by
     the Board of Directors of the Company.. Other terms can be seen throughthe attached document on the
     ‘Meeting Info’ feature on the eASY.KSEI application and/or the Meeting Notice posted on the
     Company’swebsites and the Company has the rights to determine other terms in relation to the
     participation of shareholders or their representatives’ who will physically attend in the Meeting.
7.   Shareholders who will attend the Meeting physically the Meeting or shareholders who will exercise their
     voting rights through the eASY.KSEI application, must inform their attendance or appoint their
     representatives, and/or submit their votes through the eASY.KSEI application.
8.   Materials related to the Meeting are available at the Company’s website and Company office from the
     date of the Notice on October 26, 2023 until the date of the Meeting on November 17, 2023, according
     to the Company’s information above
9.   The deadline for declaring attendance or appointing representatives and submitting votes through the
     eASY.KSEI application is on 12:00 pm Western Indonesian Time (WIB) 1 (one) business day before
     date of the Meeting’
10. Prior to entering the Meeting room, all shareholders or their representatives who attend physically in
    the meeting are required to fill in the attendance by showing original proof or identity.
11. The Meeting will be held as efficiently as possible without reducing the validity of the Meeting in
    accordance with the provisions of POJK 15/2020. The Shareholders who are unable to attend the
    Meeting and will give power of attorney to attend the Meeting (non-electronically), the power of attorney
    to attend the Meeting is granted with the following conditions:
     a. The format of the power of attorney can be downloaded on the Company's website as of the
        date of the Notice of the Meeting and the power of attorney must be filled in according to the
        instructions stipulated therein and submitted to the Board of Directors of the Company through PT
        ADIMITRA JASA KORPORA as the Company's Securities Administration Bureau (“BAE”), no later
        than before 16:00 Western Indonesia Time, November 16, 2023, which is 1 (one) business days
        before the Meeting is held;
     b. For the Company’s shareholders who sign the power of attorney abroad, the pertaining power of
        attorney must be legalized by the Indonesian Embassy/Consulate General of the Republic of
        Indonesia in the local country.
Page 3
12. For Shareholders (individual/legal entity)/Proxies who are physicallyattend, are requested to bring the
    following documents:
    a. For Individual Shareholder, copy of valid personal identification (Residential Identity Card/KTP
       or passport);
    b. For Legal Entity Shareholder, copy of its articles of association and any amendments thereto,
       together with the latest composition of the management, and Single Business Number (NIB)/Tax
       Identification Number (NPWP);
    c. For Proxy, a valid power of attorney enclosed with a copy of respective identification documents of
       the authorizer and the attorney.
13. For Shareholders who will attend or authorize a representative to attend the Meeting electronically
    through the eASY.KSEI application are required to pay attention to the following:
    a. Registration Process:
        i. Local individual shareholders who have not provided their attendance declaration before the
           deadline mentioned in point 9 andwish to attend the Meeting electronicallyare required to register
           their attendance through the eASY.KSEI application during the date of the Meeting until the time
           that the Company ends the Meeting's electronic registration;
        ii. Local individual shareholders who have provided their attendance declaration but have not
            submitted their vote on a minimum of 1 (one) of the Meeting agendas through the eASY.KSEI
            application before the deadline mentioned in point 9 and wish to attend the Meeting electronically,
            are required to register their attendance through the eASY.KSEI application during the date of
            the Meeting until the time that the Company ends the Meeting's electronic registration;
        iii. Shareholders who have authorized the Company’s Independent Representative or an Individual
             Representative but have not submitted their vote on a minimum of 1 (one) of the Meeting agendas
             through the eASY.KSEI application before the deadline mentioned in point 9 and wish to attend
             the Meeting electronically are required to register their attendance through the eASY.KSEI
             application during the date of the Meeting until the time that the Company ends the Meeting's
             electronic registration;
        iv. Shareholders who have authorized an Intermediary Participant Representative (Custodian Bank
            or Securities Company) and have submitted their vote through the eASY.KSEI application before
            the deadline mentioned in point 9 are required to request their registered representatives in the
            eASY.KSEI to register their attendance through the eASY.KSEI during the date of the Meeting
            until the time that the Company ends the Meeting's electronic registration;
        v. Shareholders who have submitted their attendance declaration or authorized a Company-appointed
           Independent Representative or Individual Representative and have provided their votes for a
           minimum of 1 (one) of the Meeting agendas through the eASY.KSEI application before the
           deadline mentioned in point 9 do not need to electronically register their attendance through the
           eASY.KSEI application on the Meeting’s date. Shares’ ownership will be automatically calculated
           as an attendance quorum and submitted votes will be automatically counted during the Meeting’s
           voting process;
       vi. Lateness or electronic registration failures, as mentioned in points number i - iv, for whatever
           reason that cause shareholders or their representatives to not be able to electronically attend the
           Meeting, will prevent their shares from being counted as a quorum for the Meeting;
    b. Electronic Statements or Opinions Submission Process:
        i. Shareholders or their representatives have 3 (three) opportunities to submit their questions and/or
           opinions at each discussion session per agenda of the Meeting. Questions and/or opinions on
           each of the Meeting agendas can be submitted in writing by the Shareholders or their
           representatives through the chat feature in the ‘Electronic Opinions’ made available in the E-
           Meeting Hall screen of the eASY.KSEI application Questions and/or opinions can be given as
Page 4
     long as the Meeting’s status in the ‘General Meeting Flow Text’ status is written as “Discussion
     started for agenda item no. [ ]”;
  ii. Determination of the mechanism for conductiong discussions per agenda of the Meeting in writing
      through the E-Meeting Hall screen in the eASY.KSEI application is the authority of the Company
      and will be stated by the Company in the Company’s Meeting Guidelines through the eASY.KSEI;
  iii. For shareholders’ representatives who electronically attend the Meeting and will submit a
       question and/or opinion during a discussion session of one of the Meeting agendas are required
       to write down the name of the shareholder and amount of shares they represent followed by their
       related questions and/or opinions;
c. Voting Process:
  i. The voting process electronically will be held through the E-Meeting Hall menu, Live Broadcasting
     submenu of the eASY.KSEI;
  ii. Shareholders or their representatives who have not submitted their votes on the particular
      Meeting agenda, as mentioned in point 13 letter a. number i - iii, are given an opportunity to
      submit their votes as the Company opens the voting period in the E-Meeting Hall screen of the
      eASY.KSEI. After the electronic voting period for one of the Meeting agendas is started, the
      system will automatically count down the voting time by a maximum of 5 (five) minutes. During
      the electronic voting time, a “Voting for Agenda item no [ ] has started” status would be displayed
      at the ‘General Meeting Flow Text’ column. Shareholders or their representatives who have not
      submitted their votes during a specific Meeting agenda after the ‘General Meeting Flow Text’
      column’s status has changed to “Voting for Agenda item no [ ] has ended” will be considered to
      give an Abstain vote for the related Meeting agenda;
  iii. The voting time in th electronic voting process is a standardized time set by the eASY.KSEI. The
       voting time for each of Meeting agendas (with a maximum of five minutes per Meeting agenda)
       and include them in the Meeting’s Guideline through the eASY.KSEI;
d. Live Broadcast of the Meeting:
  i. Shareholders or their representatives who have registered in the eASY.KSEI no later than the
     deadline mentioned in point 9 can watch the ongoing Meeting live via Zoom in webinar format by
     accessing the eASY.KSEI menu, submenu Tayangan RUPS in the AKSes facility
     (https://akses.ksei.co.id/);
  ii. Tayangan RUPS has a capacity of up to 500 participants where the attendance of each
      participant will be determined on a first come first serve basis. . Shareholders or their
      representatives who could not be accommodated in the Meeting’s broadcast are still considered
      to have electronically attended the Meeting and their share ownerships and votes are still
      counted, as long as they have registered through the eASY.KSEI, as specified above in point 13
      letter a number i - v;
  iii. Shareholders or their representatives who only watch the Meeting through Tayangan RUPS but
       were not electronically registered as participants in the eASY.KSEI, as specified above in point
       13 letter a number i - v, will not be considered as a legal participant and are not counted as part
       of the Meeting’s quorum;
  iv. Shareholders or their representatives who watch the Meeting through Tayangan RUPS can use
      the raise hand feature to submit questions and/or opinions during the discussion sessions for
      each of the Meeting agendas. Shareholders or their representatives can directly ask questions or
      voice their opinions if the Company has allowed and activated the allow to talk feature.
      Mechanisms for discussion on each of the Meeting agendas, including the use of the allow to talk
      feature in Tayangan RUPS are determined by the Company and included in the Meeting's
      Guideline through the eASY.KSEI;
Page 5
    V. To get the best experience in using the the eASY.KSEI and/or Tayangan RUPS , Shareholders
        or their representatives are encouraged to use the Mozilla Firefox browser.
14. In accordance with the provisions of Article 14 paragraph (13) and paragraph (14) Article Association
    of the Company and Article 48 POJK No. 15/2020, the Shareholders of the Company are not entitled
    to grant power of attorney to more than one proxy for a portion of the total shares they own with a
    different vote, except:
a. Custodian Bank or Securities Company as Custodian representing its clients who own the shares of
   the Company
b. Investment Managers who represent the interests of the Mutual Funds they manage.



                                Bekasi Regency, October 26, 2023
                                        Board of Directors
                                 PT GUNUNG RAJA PAKSI Tbk

File

File Open PDF
Source IDX
Size0.19 MB
Published26 Oct 2023
Pages5
Characters16,841
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 0 people and organisations named in the text · linked when the evidence is strong

The name pass has not read this document yet.

Extraction attempts how the parser did, and what it refused

Nothing structured was extracted from this document — the attempts below say why.

No extraction attempted yet.

↑↓ select ↵ open ⇧↵ see every result