Skip to content
Back to announcement

20230626_MIKA_Perubahan Profesi Penunjang_31334564_lamp1.pdf

Other Text extracted MIKA

Source file signed link, expires in 15 minutes

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

Extracted text 6

Page 1 OCR 0.946
Mitra
Keluarga

PT MITRA KELUARGA KARYASEHAT Tbk
(“The Company”)

SUMMARY OF ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
SCHEDULE OF PROCEDURES FOR DISTRIBUTION OF CASH DIVIDENDS

The Board of Directors of PT Mitra Keluarga Karyasehat Tbk (hereinafter referred to as the
Company) hereby announces the Annual General Meeting of Shareholders (AGMS) held on
Tuesday, May 23, 2023. In compliance with the OJK Regulation No. 15/POJK.04/2020 on the
Planning and Holding of the General Meetings of Shareholders of Public Companies, hereby we
deliver the summary are as follows:

AGMS
A. Place, date, and time of AGMS
Date : Tuesday, May 23, 2023
Location : Mitra Keluarga Kalideres, Auditorium Room, 6" Floor

Peta Selatan Street Number 1, Rukun Warga 11, Kalideres,
Kalideres District, DKI Jakarta 11840

Time 1 10.22 — 11.10 Western Indonesia Time

B. AGMS Agenda

1.

Approval of Annual Report of the Company, including the Board of Directors Report, the
Board of Commissioners Supervisory Duty Report and ratification of Financial Report of
the Company for financial year 2022 audited by Public Accountant registered on OJK, and
granted a full release and discharge (acguit et de charge) to all members of the Board of
Directors and the Board of Commissioners for their management and supervisory actions
to the Company within the financial year ended December 31, 2022.

Approval on the appropriation of the Company's Net Profits for the financial year ended
December 31, 2022.

Approval on the reappointment of the members of the Board of Directors and Board of
Commissioners of the Company.

Determination of salary for the Company's Board of Directors and Board of
Commissioners for year 2023 and to determine the honorarium of the Company's Board
of Directors and Board of Commissioners for financial year 2022.

Appointment of Independent Public Accounting Firm Amir Abadi Jusuf, Aryanto, Mawar
and partner, as a Public Accounting Firm registered with the Financial Services Authority
(OJK) to audit the Company's Financial Statements for the financial year ended December
31, 2023 and authorize the Board of Commissioners to determine the honorarium of the
Independent Public Accountant and other appointment's conditions.
Page 2 OCR 0.887
Mitra
Keluarga

For the Company's reguirement, a Minutes of the Company's Annual General Meeting of
Shareholders is made, dated May 23, 2023, under number 172 (Reference Letter No.
419/Sl.Not/V/2023).

The Meeting are chaired by the President Commissioner and attended by members of the
Board of Commissioners and Directors as follows:

Board of Directors:

President Director 2 Mr. RUSTIYAN OEN

Director Mrs. JOYCE VIDYAYANTI HANDAJANI
Director 2 Mrs. dr. NURVANTINA PANDINA
Board of Commissioners:

President Commissioner 1 Mr. JOZEF DARMAWAN ANGKASA
Commissioner 1 Mrs. ISJE AYUSARI

Independent Commissioner — : Mr. JOHANNES SETIJONO
Independent Commissioner  : Mr. dr. I GUSTI GEDE SUBAWA

The meeting was attended by shareholders and power of attorney of the shareholders
representing 13,393,539,428 shares or 96.304 of 13,907,481,500 shares which constituted
all shares with valid voting rights issued by the Company after deducting the number of
shares purchased returned by the Company.

Shareholders and Shareholders' attorneys were given the opportunity to raise guestions and
/ or opinions for the agenda meeting. There are no shareholders and the power of
shareholders who ask guestions and / or opinions for the agenda meeting.

The decision-making mechanism in the Meeting is as follows:

Decision making of all agenda is carried out based on deliberation to reach consensus, in the
event that deliberation to reach consensus is not reached, decision making is carried out by
voting.

. The results of the AGMS Voting are as follows:

Pesind Total Disagree Total Abstain Total Agree Ka Total yA Minimum
1 0 57,049,200 13,336,490,228 | 13,393,539,428 | 100 2
2 foj 57,049,200 13,336,490,228 | 13,393,539,428 | 100 Ya
3 918,971,731 98,174,600 12,376,393,097 12,474,567,697 | 93.14 Ya
4 foj 57,049,200 13,336,490,228 | 13,393,539,428 | 100 Ya
5 0 57,049,200 13,336,490,228 | 13,393,539,428 | 100 2

Page 3 OCR 0.931
Mitra
Keluarga

H. The results of the AGMS are as follows:

1. Approved and ratified Company's Annual Report of the Company for fiscal year ended
December 31, 2022, including the Board of Directors Report, the Board of Commissioners
Supervisory Duty Report and ratification of Financial Report of the Company for fiscal year
ended December 31, 2022 audited by Public Accountant registered on OJK, and granted
a full release and discharge (acguit et de charge) to all members of the Board of Directors
and the Board of Commissioners for their management and supervisory actions to the
Company within the financial year ended December 31, 2022.

2. a. Approved the use of the Company's net profit for the year ending December 31, 2022

as follows:

i. Distributed as cash dividends Rp37.00 (thirty-seven Rupiah) per share to
shareholders, as listed on the Company's shareholders list on the recording date,
to be determined by the Directors, taking into account applicable tax regulations,

ii. Rp10,079,916,426.00 (ten billion seventy-nine million nine hundred sixteen
thousand four hundred and twenty-six Rupiah) allocated and recorded as a
reserve fund,

iii. The remainder is recorded as retained earnings, to increase the Company's
working capital:

. Giving authority and power to the Directors of the Company to take any and all

necessary actions in connection with the above-mentioned decision, in accordance
with applicable laws and regulations.

. Re-appointed:

- Mr. RUSTIYAN OEN, as President Director,

- Mrs. JOYCE VIDYAYANTI HANDAJANI, as Director:

- Mrs. dr. NURVANTINA PANDINA, as Director:

- Mr. JOZEF DARMAWAN ANGKASA, as President Commissioner,
- Mrs. SHINTA DEVIYANTI SETIAWAN, as Commissioner,

- Mrs. ISJE AYUSARI, as Commissioner,

- Mr. JOHANNES SETIJONO, as Independent Commissioner:

- Mr. dr. I GUSTI GEDE SUBAWA, as Independent Commissioner,
effective as of the closing of this Meeting.
Page 4 OCR 0.938
Mitra
Keluarga

b. To appoint the composition of the Company's Board of Directors and Board of

Commissioners as of the closing of this Meeting until the closing of the Annual General
Meeting of Shareholders of the Company in 2026, as follows:

Board of Directors

President Director : Mr. RUSTIYAN OEN

Director : Mrs. JOYCE VIDYAYANTI HANDAJANI
Director : Mrs. dr. NURVANTINA PANDINA
Board of Commissioners

President Commissioners : Mr. JOZEF DARMAWAN ANGKASA
Commissioner : Mrs. SHINTA DEVIYANTI SETIAWAN
Commissioner : Mrs. ISJE AYUSARI

Independent Commissioner : Mr. dr. I GUSTI GEDE SUBAWA
Independent Commissioner : Mr. JOHANNES SETIJONO

. Giving authority and power to the Directors of the Company, with the right of

substitution, to pour / state the decision regarding the composition of the Directors and
Board of Commissioners of the Company in the deed made before a Notary, and
henceforth notify it to the authorities, and take all and every action which is needed in
connection with the decision in accordance with the applicable laws and regulations.

. Approved and determined the salaries and / or honoraria for the members of the Board

of Commissioners of the Company as a whole for fiscal year 2023 not to exceed 14
(one percent) of the total net income of the Company in 2022: delegating the Board of
Commissioners the authority to determine their allocations, taking into account input
/ recommendation from the Nomination and Remuneration Committee.

. Giving authority to the Company's Board of Commissioners to determine salaries and /

or benefits for members of the Company's Board of Directors, taking into account input
/ recommendations from the Company's Nomination and Remuneration Committee.

. Re-appointed Public Accounting Firm Amir Abadi Jusuf, Aryanto, Mawar and partner, as

a Public Accounting Firm registered with the Financial Services Authority to audit the
Company's Financial Statements for the financial year 2023.

. Re-appointed Mr. Eishennoraz as Public Accountant registered with the Financial

Services Authority who is a member of the Public Accounting Firm Amir Abadi Jusuf,
Aryanto, Mawar and partner to audit the Company's Financial Statements for the
financial year 2023.
Page 5 OCR 0.949
Mitra
Keluarga

c. Giving authority and power to the Board of Commissioners to:

i. appoint a substitute Public Accountant registered with the Financial Services
Authority who is a member of the Public Accounting Firm Amir Abadi Jusuf,
Aryanto, Mawar and partner (if necessary) to audit the Company's Financial
Statements for the 2023 financial year:

ii. appoint a substitute Public Accounting Firm, in the event that the Public
Accounting Firm Amir Abadi Jusuf, Aryanto, Mawar and partner for any reason
cannot complete the audit of the Company's Financial Statements for the 2023
financial year,
perform other necessary matters in connection with the appointment and/or
replacement of a Public Accountant Firm registered with the Financial Services
Authority including, but not limited to, determining the number of honoraria and
other conditions in connection with the appointment of a Public Accountant Firm
registered with the Financial Services Authority:

- by taking into account the recommendations of the Audit Committee and
prevailing laws and regulations.

The Directors of the Company hereby also announce the Schedule and Procedures for the
Distribution of Cash Dividends as follows.

Cash Dividend Payment Schedule:

Activity Tanggal

Cum Dividend in Regular and Negotiation Market May 31, 2023
Ex Dividend in Regular and Negotiation Market June 05, 2023
Cum Dividend in Cash Market June 06, 2023
Ex Dividend in Cash Market June 07, 2023
Recording Date of Shareholders Entitled to Dividend June 06, 2023
Dividend Payment June 23, 2023

Procedure for Paying Cash Dividends:

1. This announcement is an official notification from the Company, and the Company does not
specifically issue notifications to the Shareholders.

2. Payment of cash dividends is given to Shareholders whose names are registered in the Register
of Shareholders of the Company on April 27, 2023 at 16.00 WIB or referred to as the Recording
Date of Shareholders entitled to Dividends.

3. For Shareholders whose shares are recorded in the Collective Custody of Indonesian Central
Securities Depository ("KSEI"), dividend payments according to the above schedule will be
made by bookkeeping through KSEI, and then KSEI will distribute them to the account of the
Securities Company or Custodian Bank. a place where Shareholders open accounts.
Page 6 OCR 0.941
Mitra
Keluarga

4. Shareholders who are still using slips, where their shares are not included in KSEI's collective
custody, and want dividend payments to be made through a transfer to the Shareholders' bank
account, can notify the bank's name and address and Shareholder account number no later
than the date April 27, 2023 in writing to:

Biro Administrasi Efek (“BAE”)
PT Adimitra Jasa Korpora
Rukan Kirana Boutigue Office
Jl. Kirana Avenue III Blok F3 No. 5
Kelapa Gading, Jakarta 14250
Telp: #6221 2974 5222. Fax: #6221 2928 9961

5. Based on the applicable tax laws and regulations, the cash dividend will be excluded from the
tax object if it is received by the shareholder of the domestic corporate taxpayer ("WP Badan
DN') and the Company does not deduct Income Tax on the cash dividend paid to the WP Badan
DN. Cash dividends received by shareholders of domestic individual taxpayers ("WPOP DN') will
be excluded from the tax object as long as the dividends are invested in the territory of the
Republic of Indonesia. For WPOP DN that does not meet the investment provisions as
mentioned above, the dividends received by the person concerned will be subject to income
tax ((PPh') in accordance with the applicable laws and regulations, and the PPh must be paid
by the WPOP DN concerned in accordance with the provisions of Government Regulation no.
9 of 2021 concerning Tax Treatment to Support the Ease of Doing Business.

6. Shareholders of the Company can obtain confirmation of dividend payments through
securities companies and or custodian banks where Shareholders of the Company open a
securities account, then the shareholders of the Company must be responsible for reporting
the dividend receipts referred toin tax reporting for the respective tax year in accordance with
the applicable taxation laws and regulations.

7. For Shareholders who are Foreign Taxpayers whose withholding tax use the rate based on the
Double Taxation Avoidance Agreement ('P3B'), must comply with the reguirements of the
Director General of Taxes Regulation No. PER-25/PJ/2018 concerning Procedures for the
Application of Double Taxation Avoidance Agreement, as well as submitting a document of
proof of record or receipt of DGT/SKD that has been uploaded to the website of the
Directorate General of Taxes to KSEI or BAE in accordance with the provisions and regulations
of KSEI regarding the deadline for submitting DGT/SKD. Without this document, the cash
dividend payment will be subject to Article 26 Income Tax of 204.

Jakarta, May 24, 2023
Board of Directors
PT Mitra Keluarga Karyasehat Tbk

File

File Open PDF
Source IDX
Size1.35 MB
Published25 Jul 2023
Pages6
Characters13,223
Text sourceOCR
OCR confidence0.932

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