Back to announcement
20251010_TOTL_Pemanggilan RUPS_31966654_lamp4.pdf
RUPS notice Text extracted TOTLSource file signed link, expires in 15 minutes
Extracted text 7
Page 1
RULES OF CONDUCT
EXTRAORDINARY GENERAL MEETING OF
SHAREHOLDERS
PT TOTAL BANGUN PERSADA Tbk
(the “Company”)
Jakarta, 03 November 2025
10.30 WIB – End
Held electronically through the KSEI Electronic General Meeting
System Application.
Page 1 of 7
Page 2
PT TOTAL BANGUN PERSADA TBK domiciled in West Jakarta (the “Company”) will hold
an Extraordinary General Meeting of Shareholders of the Company (“Meeting”) on:
Day/Date : Monday, 03 November 2025
Time : 10:30 WIB - End
Place : PT Total Bangun Persada Tbk.
Jl. Letjen. S. Parman No. 106
Jakarta 11440
With reference to the Financial Services Authority (“OJK”) Regulation No. 14 of 2025
regarding the Electronic General Meetings of Shareholders, General Meetings of
Bondholders, and General Meetings of Sukuk Holders, the Meeting will be held
electronically through the Electronic General Meeting System application with the link
https://easy.ksei.co.id/egken (“eASY.KSEI”) provided by PT Kustodian Sentral Efek
Indonesia (“KSEI”) without the physical presence of shareholders and/or their proxies.
A. GENERAL TERMS
1. The Meeting will be conducted in Indonesian Language.
2. As set out in the Invitation of the Meeting, the shareholders are advised to attend
the meeting electronically through eASY.KSEI system or represented by granting
e-Proxy/power of attorney.
3. Shareholders are deemed to have read and agreed to the contents of this Rules of
Conduct and to read the materials and explanation of the Meeting in advance.
4. This Rules of Conduct was made by taking into account the Company’s Article of
Association and the provisions of applicable regulations. Matters that occur
during the Meeting, which have not been regulated in this Rules of Conduct, will
be determined by the Chair of the Meeting by taking into account the Company's
Articles of Association and applicable provisions.
5. These Rules of Conduct are made in 2 (two) languages, English and Indonesian. In
the event of any discrepancies between the English and the Indonesian versions
the Indonesian version shall prevail.
6. Due to the Meeting will be held electronically through eASY.KSEI, the Company
does not implement the Meeting activities for Shareholders in physical form and
does not provide food, souvenirs, and/or Meeting materials in physical form.
Page 2 of 7
Page 3
B. MEETING PARTICIPANTS
1. Shareholders who are entitled to attend or to be represented by proxy at the
Meeting and cast a vote in the Meeting are:
a. For scripted shares, shareholders of the Company whose names are
registered in the Register of Shareholders of the Company on Thursday,
October 09, 2025 at 16.00 WIB (Western Indonesia Time); and
b. Shareholders of the Company in the balance of the securities sub-account at
KSEI and registered in the Register of Shareholders issued by KSEI at the
market closing on the Indonesia Stock Exchange on Thursday, October 09,
2025, at 16.00 WIB (Western Indonesian Time).
(collectively referred to as the “Shareholders”).
2. Shareholders of the Company who are not present at the Meeting may appoint a
proxy. The Company prepares 2 (two) types of proxy to the Shareholders, namely
Conventional Power of Attorney which can be downloaded through the
Company’s website www.totalbp.com dan power of attorney through e-Proxy
which can be accessed electronically on the eASY.KSEI platform via
https://akses.ksei.co.id/ .
a. Conventional Power of Attorney – a form of power of attorney that includes
voting and questions on agenda item of the Meeting
i. Shareholders may authorize a proxy (to present and cast a vote on the
Meeting’s agenda) to an independent party appointed by the Company,
namely PT Adimitra Jasa Korpora as the Company's Securities
Administration Bureau (“BAE”) or to a party appointed by the Shareholders;
ii. A scanned copy of the Power of Attorney which has been completed and
signed by the Shareholders along with the supporting documents,
submitted in advance via email to corsec@totalbp.com dan
opr@adimitra-jk.co.id. The original power of attorney must be sent by
registered letter to BAE and received by no later than Friday, October 31,
2025 at 16.00 WIB (Western Indonesia Time), at the following address:
PT Adimitra Jasa Korpora
Rukan Kirana Boutiqe Office Jl. Kirana Avenue III Blok F3 No. 5 Kelapa
Gading - Jakarta Utara 14250, Indonesia
Telp: (021) 350 8077
Page 3 of 7
Page 4
b. e-Proxy through eASY.KSEI – a proxy granting system provided by KSEI to
facilitate and integrate the power of attorney from scripless Shareholders
whose shares are in KSEI Collective Custody to their proxies electronically
through the website https://akses.ksei.co.id/ no later than October 31, 2025
at 16.00 Western Indonesia Time. Shareholders who will use eASY.KSEI can
download the user guide at the following link:
https://www.ksei.co.id/data/download-data-and-user-guide;
c. Members of the Board of Directors, the Board of Commissioners or employees
of the Company may act as proxies of the Shareholders at the Meeting, but the
votes cast as proxies will not be counted in the voting
C. CHAIR OF THE MEETING
1. In accordance with Article 37 paragraph (1) OJK Regulation No. 15/POJK.04/2020
regarding Plans and Organizing of a General Meetings of Shareholders of Public
Companies (“POJK No. 15/2020”) and Article 13 paragraph (1) of the Articles of
Association of the Company, the Meeting will be chaired by a member of the Board
of Commissioners appointed by the Board of Commissioners.
2. Pursuant to the resolutions of the Board of Commissioners on September 10,
2025 Mr. Ir. Reyno Stephanus Adhiputranto as the President Commissioner
(Independent) shall chair the Meeting (“Chair of the Meeting”).
D. ATTENDANCE QUORUM
1. Sesuai ketentuan di dalam Anggaran Dasar Perseroan dan peraturan perundang-
undangan yang berlaku, untuk mata acara tunggal Rapat ini:
2. In accordance with the provision of the Company’s Articles of Association and
applicable laws and regulations, for the single agenda of this Meeting:
a. The Meeting can be held if attended or represented by power of attorney from
the Company’s shareholders that represent at least 2/3 (two third) of the total
shares qualified to vote.
b. The resolution is valid if approved by more than 2/3 (two third) of the total
shares qualified to vote attended in Meeting.
2. If the Shareholders or their authorized proxies cast their vote through e-voting
prior to the Meeting in accordance with the prevailing laws and regulations, thus
the Shareholders or their authorized proxies will be considered as present at the
Meeting.
3. Shareholders and/or their authorized proxies can only register 1 (one) time
Page 4 of 7
Page 5
through eASY.KSEI application and is entitled to watch the Meeting through the
Tayangan RUPS submenu on eASY.KSEI system.
E. OPPORTUNITY TO ASK QUESTIONS AND/OR PROVIDING OPINION
1. The Chair of the Meeting will provide the opportunity to the Shareholders or their
authorized proxy to ask questions and/or to provide his opinion limited to matters
related to agenda item of the Meeting and to be delivered briefly and straight to
the point.
2. The Shareholders or his proxy who attended the meeting electronically may raise
questions, opinion, or suggestion electronically with the following procedure:
a. Question, opinion or suggestion shall be raised in writing through chat feature
in “Electronic Option” column available in the E-Meeting Hall screen in
eASY.KSEI application, during the “General Meeting Flow Text” stated
“Discussion started for agenda item no […].”.
b. Shareholder or his proxy who raised questions, opinion, or suggestion
electronically must state the name, the number of shares owned or
represented, and email address of the Shareholders.
c. The Company will disable the “raise hand” and “allow to talk” features in the
Zoom webinar within the AKSes facility.
3. In the event the Shareholders could not access eASY.KSEI application at
https://akses.ksei.co.id/, the Shareholders may submit its question related to the
agenda item of the Meeting through email at corsec@totalbp.com copied to
opr@adimitra-jk.co.id and the question shall be recorded in the Minutes of
Meeting drawn by the Notary, while the response to the question shall be
delivered by email at the latest 2 (two) business days after the Meeting.
4. The Chairman of the Meeting may ask members of the Board of Directors and/or
any relevant party to respond and/or provide further explanation to questions from
Shareholders or their proxies.
F. VOTING PROCEDURES FOR APPROVAL OF RESOLUTIONS
1. Resolutions of the Meeting shall be adopted through deliberations to reach
consensus.
2. Each shares entitles its holder to cast 1 (one) vote. If one of the Shareholders or
their legal proxies owns or represents more than 1 (one) share, the relevant
Shareholders or their proxies are requested to cast one vote only which includes
the number of votes owned or represented.
Page 5 of 7
Page 6
3. Resolutions are adopted by counting the votes that have been submitted by the
Shareholders through eASY.KSEI and the votes cast through the granting of power
of attorney to an independent officer appointed by the BAE.
4. Voting for Shareholders or their proxies is conducted in the following manner:
a. The voting process takes place through the eASY.KSEI application on the E-
Meeting Hall menu, in the Live Broadcasting sub menu
b. Shareholders who attend or have given their power of attorney at the Meeting
through eASY.KSEI, cast their votes during the voting period opened by the
Company through the E-Meeting Hall screen in the eASY.KSEI application;
c. During the voting process, the statis of “Voting for Agenda item no [ ] has
started” will be seen in the “General Meeting Flow Text” column’;
d. Direct voting is allocated for 3 (three) minutes;
e. If the Shareholders or their proxies do not vote until the status of the Meeting
as shown in the 'General Meeting Flow Text' column changes to “Voting for
agenda item no [ ] has ended”, then the Shareholders or their proxies will be
deemed to have voted ABSTAIN for the meeting agenda.
5. The complete procedure can be accessed in eASY.KSEI in the Shareholders guide.
6. In accordance with Article 11 paragraph 17 of the Company's Articles of
Association and Article 47 of OJK Regulation No. 15/2020, Shareholders with
voting rights who attend the Meeting but do not cast a vote (abstain) are
considered to have cast the same vote as the majority of Shareholders who cast
votes.
7. After voting for the Meeting’s Agenda is completed, all votes cast by the
Shareholders, either through e-Voting at the Meeting Venue or e-Proxy or
eASY.KSEI eVoting, will be counted by BAE and the voting calculation results will
be verified by the Notary.
8. Further, the Notary will announce the results of the vote count to the Shareholders
and the Chair of the Meeting shall confirm the result of the votes.
G. TAYANGAN RUPS
1. Shareholders registered in eASY.KSEI within the pre-determined time limit could
watch the Meeting through Zoom Webinar by accessing eASY.KSEI menu,
Tayangan RUPS submenu available in AKSes facility (https://akses.ksei.co.id/).
2. Tayangan RUPS has maximum capacity of up to 500 (five hundred) participants on
first come first serve basis.
3. Shareholders who could not watch the Meeting through Tayangan RUPS shall be
considered to lawfully attend the Meeting electronically, its share ownership and
Page 6 of 7
Page 7
vote are also calculated in the Meeting, to the extent the Shareholders have
declared their attendance in eASY.KSEI.
4. Shareholders watching the Meeting through Tayangan RUPS, but do not declare
their attendance in eASY.KSEI, shall not be calculated in the attendance quorum
of the Meeting.
Jakarta, 10 Oktober 2025
Board of Directors
Page 7 of 7
Names mentioned 7 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.2
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.2
unresolved
org
Indonesia Stock Exchange
p.3
unresolved
org
PT Adimitra Jasa Korpora
p.3
unresolved
org
PT Adimitra Jasa Korpora Rukan Kirana Boutiqe Office
p.3
unresolved
person
Ir. Reyno Stephanus Adhiputranto
p.4
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.