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20231012_BAUT_Perubahan Profesi Penunjang_31448211_lamp2.pdf
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SUMMARY OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT Mitra Angkasa Sejahtera Tbk (“Company”) hereby announces the
Summary of Annual General Meeting of Shareholders (“the Meeting”).
The Meeting was held on Friday, 19 May 2023, located in Mercure Hotel, Pantai Indah Kapuk, 9 th
Floor, North Jakarta, at 10.16 Western Indonesian Time until 11.16 Western Indonesian Time.
A. The Meeting Agenda:
1. Approval of the Annual Report of the Board of Directors, the Board of Commissioners’
Supervisory Duty Report, and Ratification of the Balance Sheet and the Company’s Profit
and Loss Statement for financial year ended on 31 December 2022 as well as providing
release and discharge of responsibility (acquit et de charge) to all member of Company’s
Board of Directors and Board of Commissioners for the management and supervisory
actions carried out in financial year 2022.
2. Determination of Appropriation of the Company's Net Profit for financial year ended on 31
December 2022.
3. Approval of appointment of a Public Accountant Firm to conduct the audit of Company’s
Financial Statements for the financial year 2023.
4. Approval of determination of the salary or honorarium and other benefits for members of
Company’s Board of Directors and Board of Commissioners.
5. Report on the use of fund of Series I Warrant Conversion.
6. Adjustment of Article 17 paragraph (7) Company's Article of Association to Financial
Services Authority Regulation (”POJK”) No. 14/POJK.04/2022 regarding the Submission
of Periodic Financial Statements by Issuers or Public Companies (“POJK 14/2022”)
B. The Meeting was attended by Board of Commissioners and Directors as follows:
1. Ms. Indriani Suhartono President Commissioner
2. Mr. Surya Susilo Commissioner
3. Mr. Sihol Siagian, SH. Independent Commissioner
4. Mr. Simon Hendiawan President Director
5. Mr. Foong Tak Hoy Director
C. Attendance of Shareholders
The Meeting was attended by the shareholders or their legitimate proxies, whether through
eASY.KSEI or physically present, in total of 3.353.421.880 (three billion three hundred fifty
three million four hundred twenty one thousand eight hundred and eighty) shares or 69,86%
(sixty nine point eight six percent) out of 4.800.063.268 (four billion eight hundred sixty three
thousand two hundred and sixty eight) shares issued by the Company up to the date of the
Meeting, hence the provisions regarding to Meeting quorum as regulated in Company's
Articles of Association, Article 23 paragraph 1 letter (a), and Article 41 paragraph 1 letter (a)
POJK No. 15/POJK.04/2020 regarding the Plan and Implementation of the General Meeting of
Shareholders of Public Companies ("POJK 15/2020") have been complied.
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D. Opportunities to raise questions and convey opinions
Shareholders and/or the legitimate proxies of Shareholders who attended the Meeting
physically or electronically through eASY.KSEI application were given the opportunities to ask
questions and convey opinions regarding the ongoing Meeting Agenda.
E. The Decision-Making Mechanism
The decision-making mechanism was performed verbally by asking the Shareholders and/or
the legitimate proxies who attend physically to raise hand to express disagreement or to
abstain, those who agree with the suggestion were not asked to raise their hand.
Shareholders and/or the legitimate proxies of Shareholders who attended the Meeting
electronically can give their votes through E-Meeting Hall in eASY.KSEI application.
The abstain votes were considered to give the same vote as the majorities.
F. The Meeting Resolutions
Meeting Resolutions through voting mechanism were as follows:
First Meeting Agenda
Attendee : 3.353.421.880 shares
Reject : 60.500 shares
Abstain : 600 shares
Total Accept : 3.353.361.380 shares
or representing 99,9982% of Meeting Attendee.
Therefore, the Meeting with majority votes shall decide:
1. To approve and accept the Annual Report of the Company for financial year ended
on 31 December 2022, including the Directors Report and supervisory report of the
Company's Board of Directors for the financial year 2022.
2. To approve and to ratify the Company's audited Financial Report which has been
audited by Jamaludin, Ardi, Sukimto, and Partners Public Accounting Firm as stated
in the Report No. 00013/2.0927/AU.1/05/1317-3/1/III/2023 dated 01 March 2023
which declared 'presented fairly, in all material aspects', and to give full acquittal
and discharge (volledig acquit et de charge) to all members of Company's Board of
Directors and Board of Commissioners for all the managerial and supervisory
actions that have been conducted in the Financial Year 2022, as long as those
actions were not considered as criminal actions or violating applicable legal
provisions and procedures, as well as reflected in the Company's Financial Report
and did not conflict with laws and regulations.
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Second Meeting Agenda Attendee : 3.353.421.880 shares Reject : 60.500 shares Abstain : 600 shares Total Accept : 3.353.361.380 shares or representing 99,9982% of Meeting Attendee. Therefore, the Meeting with majority votes shall decide: 1. Determined the allowance for the Company's reserve fund in accordance with Article 70 paragraph (1) of the Limited Liability Company Law in the amount of Rp500.000.000,- 2. Determined the distribution of dividends in the total amount of Rp1.288.426.166,- which will be distributed in cash dividends to the Shareholders listed in Company’s Register of Shareholders on 31 May 2023 at 16.00 Western Indonesian Time (“Recording Date”), and the amount of dividend per share will be determined later based on the amount of shares on Recording Date and taking Warrant exercise into account, in compliance with Indonesia Stock Exchange Regulations, provided that the following conditions will apply for Company shares in collective custody: - Cum Dividend for Regular and Negotiation Market: 29 May 2023 - Ex-Dividend for Regular and Negotiation Market: 30 May 2023 - Cum Dividend for Cash Market: 31 May 2023 - Ex-Dividend for Cash Market: 05 June 2023 Dividend payment shall be distributed to entitled Shareholders by 22 June 2023. 3. The remaining net profit for financial year 2022 will be recorded as retained earnings. 4. Grant authorization to Company’s Board of Directors to exercise everything regarding the dividend distribution mentioned above according to the applicable law. Third Meeting Agenda Attendee : 3.353.421.880 shares Reject : 60.500 shares Abstain : 600 shares Total Accept : 3.353.361.380 shares or representing 99,9982% of Meeting Attendee. Therefore, the Meeting with majority votes shall decide: To approve the delegation of authorization to Company’s Board of Commissioners to appoint Public Accounting Firm listed in OJK to audit the Company's book for the financial year 2023, and grant the authorization to Company’s Board of Commissioners to determine the requirements of such Public Accounting Firm who will audit the Company’s Financial Report for the year 2023 in accordance with the applicable law, as
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well as grant the Company’s Board of Directors to determine the fee of the Public
Accounting Firm and other requirements for the Public Accounting Firm
aforementioned.
Fourth Meeting Agenda
Attendee : 3.353.421.880 shares
Reject : 160.500 shares
Abstain : 600 shares
Total Accept : 3.353.261.380 shares
or representing 99,9952% of Meeting Attendee.
Therefore, the Meeting with majority votes shall decide:
To authorize the Board of Commissioners of the Company to determine the salary or
honorarium and other allowances of the Board of Directors and Commissioners for
financial year 2023 with considerations of the suggestions and recommendations from
the Nomination and Remuneration Committee, to be further determined by the Board of
Commissioners.
Fifth Meeting Agenda
Report on the use of fund of Series I Warrant Conversion was meant to be solely informed,
therefore no voting was made in this Agenda Meeting.
Sixth Meeting Agenda
Attendee : 3.353.421.880 shares
Reject : 60.500 shares
Abstain : 600 shares
Total Accept : 3.353.361.380 shares
or representing 99,9982% of Meeting Attendee.
Therefore, the Meeting with majority votes shall decide:
1. To approve the adjustment of Article 17 paragraph (7) Company's Article of
Association to POJK No. 14/POJK.04/2022 regarding the Submission of Periodic
Financial Statements by Issuers or Public Companies.
2. To give authorization to Company's Board of Directors, with substitution rights, to
perform all necessary actions regarding the adjustment of such Company's Article
of Association unexceptionally subject to applicable laws and regulations.
The Minutes of this Meeting are contained in Notary Deed No. 48 dated 19 May 2023.
Tangerang, 22 May 2023
PT MITRA ANGKASA SEJAHTERA TBK
Board of Directors
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