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20230822_BYAN_Pemanggilan RUPS_31382956_lamp3.pdf
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Page 1 OCR 0.936
PT BAYAN RESOURCES Tbk (“The Company”)
INVITATION
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT Bayan Resources Tbk ("the Company"), domiciled in South
Jakarta, hereby invites the Shareholders of the Company to attend the Extraordinary General
Meeting of Shareholders ("Extraordinary GMS") which will be held on:
Day/Date : Wednesday / September 131", 2023
Time 1 14.00 PM (Western Indonesia Time) — Finish
Venue : Jade room — Fairmont Hotel, 2"4 Floor
Jalan Asia Afrika No. 8, Jakarta 10270
hereinafter referred to as "the Meeting", with the meeting agenda as follows:
1.
Approval of Appointment of Members of the Company's Board of Commissioners.
Explanation:
Based on Article 17 of the Company's Articles of Association juncto OJK Regulation
No. 33/POJK.04/2014, the appointment, dismissal, and/or replacement, including the
resignation of, each member of the Board of Commissioners is decided at the General
Meeting of Shareholders.
Note:
1.
The Meeting Invitation is carried out in order to comply with the provisions of Article 10
of the Company's Articles of Association and Article 17 of OJK Regulation Number
15/POJK.04/2020 concerning Plan and Implementation of a General Meeting of
Shareholders of a Public Company.
This invitation serves as an official invitation for the holding of the Extraordinary GMS as
mentioned above and the Company does not send special invitation to each of the
Company's Shareholder. This invitation can be seen on the website of the Indonesia
Stock Exchange, the eASY.KSEI application provided by PT Kustodian Sentral Efek
Indonesia, and the Company's website, namely www.bayan.com.sg.
Those who are entitled to attend or are represented by proxy at the Meeting mentioned
above are the shareholders whose names are registered in the Company's Register of
Shareholders on August 21"', 2023 until 16.15 WIB.
The attendance of Shareholders at the Meeting, can be done with the following
mechanism:
a. Shareholders ortheir proxies physically attend the Meeting.
b. Shareholders or their proxies attend the Meeting electronically via eASY.KSEI (e-
proxy and e-vote).
Page 2 OCR 0.924
Shareholders who attend physically must pay attention to the following matters: a. Shareholders or their legal proxies who will physically attend the Meeting are reguired to bring and show legal and valid Identity Cards (KTP) or other legal and valid identification and submit a photocopy of them to the registration officer from both the authorizer and the proxy before entering the meeting room. b. Shareholders of the Company in the form of a legal entity who attend physically must submit a photocopy of the latest Articles of Association and notarial deed regarding the appointment of members of the board of commissioners and directors or management who are still in office during the Meeting, to the registration officer before entering the meeting room. For Shareholders, whose addresses are registered outside the Republic of Indonesia, their power of attorney must be legalized by a notary/local authorized official or by the local Embassy/Representative of the Republic of Indonesia. Cc. In order to maintain comfortable and healthy circumstances, the health protocols are still implemented with the following provisions: « Mask is notmandatory ifa person is in healthy condition and does not have the risk of contracting or transmitting Covid-19: # Itis recommended to wear a mask that is properly covered if a person is in unhealthy condition or has the risk of Covid-19, and # For any persons who are in unhealthy condition and have the risk of contracting or transmitting Covid-19, it is recommended to maintain the distance. The Company urges Shareholders to attend the Meeting electronically and/or authorize attendance and voting through the eASY.KSEI application provided by PT Kustodian Sentral Efek Indonesia (KSEI) as an electronic power of attorney (e- proxy) and voting (e-vote) mechanism that has been approved by the Financial Services Authority (OJK) in the process of holding GMS. Shareholders who are unable to attend the Meeting, can be represented by their proxies by providing power of attorney and vote electronicaliy through eASY.KSEI (e-proxy and e-vote). The deadline for submitting an electronic declaration of presence or electronic proxy (e- proxy) and electronic voting in the eASY.KSEI application is no later than September 12", 2023, 12.00 PM (Western Indonesia Time). Shareholders who will attend or provide power of attorney electronically at the Meeting through the eASY.KSEI application must pay attention to the information regarding the mechanism for providing electronic power of attorney and voting in the process of holding the Meeting provided by KSEI, which can be seen on the website https://akses.ksei.co.id/. The material to be discussed in the Meeting can be downloaded from the Company's website www.bayan.com.sg, from the date of the invitation for the Meeting until the Meeting is held.
Page 3 OCR 0.933
10. 1. The material to be discussed in the Meeting can be downloaded from the Company's website www.bayan.com.sg, from the date of the invitation for the Meeting until the Meeting is held. Members of the Board of Directors, Members of the Board of Commissioners, and Employees of the Company can act as proxies for the Shareholders at the Meeting, but the votes they cast as proxies at the Meeting are not counted in the voting. The Company strongly urges all shareholders (i) individuals with Indonesian citizenship, (ii) individuals with foreign citizenship and (iii) in the form of legal entities (Indonesian and foreign) to provide power of attorney electronically to independent parties appointed by the Company to represent shareholders to attend and vote at the Meeting. The independent party appointed by the Company is PT Raya Saham Registra. Guidelines for granting the power of attorney electronically to PT Raya Saham Registra via e-Proxy can be accessed through the following link: https://www.bayan.com.sg/undangan-rups (Indonesian) or https://www.bayan.com.sg/gmst-invitation (English). Jakarta, August 224, 2023 PT BAYAN RESOURCES Tbk. Board of Directors d
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