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20250605_KPIG_Pemanggilan RUPS_31893039_lamp1.pdf
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PT MNC Land Tbk
(the “Company”)
In Central Jakarta
INVITATION OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of the Company hereby invites the Shareholders of the Company to attend the
Annual General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders
(collectively referred to as the ”Meeting”) of the Company, which shall be held on:
Day/Date : Monday, June 30, 2025
Time : 10.00 Indonesia Western Standard Time - finished
Venue : iNews Tower 3rd floor,
MNC Center, Jl. Kebon Sirih Kav. 17 – 19, Central Jakarta 10340
With the following agenda :
A. The Annual General Meeting of Shareholders (hereinafter referred to as the “AGMS”) :
1. Annual Report of the Board of Directors including the Company’s Sustainability Report, and
the Supervisory Report of the Board of Commissioners for the Financial Year ending on
December 31, 2024.
2. Approval of the Company’s Annual Report and ratification of the Company’s audited Financial
Statement for the Financial Year ending on December 31, 2024, and the granting of full release
and discharge (acquit et de charge) to all members of the Board of Commissioners and the
Board of Directors of the Company for their respective supervisory and management duties
conducted during the Financial Year ending on December 31, 2024.
3. Approval of the use of the Company’s net profit for the Financial Year ending on December
31, 2024.
4. Approval of the change of the Company’s management composition.
5. Appointment of Independent Public Accountant to audit the Company’s Financial Statement
for the Financial Year ending on December 31, 2025 and the granting of an authority to
stipulate honorarium for the Independent Public Accountant and other requirements.
Explanation of the AGMS agenda :
1. The 1st to the 3rd and 5th AGMS’ agendas are the regular agenda in AGMS agenda to comply
with the Company’s Articles of Association and Law No. 40 Year 2007 regarding Limited
Liability Company as amended by Law Number 6 of 2023 regarding the Establishment of
Government Regulation in Lieu of Law Number 2 of 2022 concerning Job Creation as Law
(hereinafter referred to as the “UUPT”).
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2. The 4th AGMS’ agenda is the Company needs to change the composition of the Company’s
management in connection to the Company’s development.
B. The Extraordinary General Meeting of Shareholders (hereinafter referred to as the “EGMS”) :
1. Approval of a capital increase through a Capital Increase Without Preemptive Rights
mechanism by issuing new shares with a maximum of 10% of the total issued and fully paid
shares in the Company, in accordance with provisions of the Financial Services Authority
Regulation No. 32/POJK.04/2015 concerning Capital Increases of Public Companies by
Providing Pre-Emptive Rights, as amended by Financial Services Authority Regulation No.
14/POJK.04/2019.
2. Approval of an amendment to the Company’s Article of Association.
3. Approval of plan to provide guarantee for most or all of the Company's assets and/or
corporate guarantee, whether in the form of guarantee to be provided by the Company
and/or subsidiaries, as well as guarantee in the form of related assets from the Company
and/or the Company’s subsidiaries, which constitute most or all of the Company’s assets
and/or subsidiaries in the context of receiving loan by the Company and/or its subsidiaries
from a third party in the amount, terms and conditions deemed appropriate by the Company’s
Board of Directors, by observing the provisions of POJK No.42/POJK.04/2020 concerning
Affiliated Transactions and Conflicts of Interest Transactions and POJK No.17/POJK.04/2020
concerning Material Transactions and Changes in Business Activities.
Explanation of the EGMS agenda :
1. The 1st EGMS agenda to comply with the POJK No.14/ POJK.04/2019 concerning Amendment
to POJK No.32/POJK.04/2015 concerning Capital Increase of Public Companies by Providing
Pre-Emptive Rights.
2. The 2nd EGMS agenda to request the Shareholders’ approval, among others for:
The amendment of Article 1 Paragraph (1) of the Company’s Articles of Association related
to the change of the Company’s name;
The amendment of Article 15 Paragraph 5 of the Articles of Association concerning the
Duties, Responsibilities, and Authorities of the Board of Directors to comply with the
provisions of the Financial Services Authority regulations related to the capital market and
other applicable laws and regulations.
3. The 3rd EGMS agenda to comply with the provisions of the Company's Articles of Association,
UUPT, and POJK.
NOTES :
1. In relation to the Meeting, the Company does not send a separate invitation to each
Shareholder. This invitation advertisement is an official invitation to the Company’s
Shareholders.
2. The Shareholders who are entitled to attend or be represented at the Meeting are:
a. For the Company’s shares that are not deposited in Collective Custody, only the
Shareholders or their legitimate proxies whose name are registered in the Shareholder
Register issued by the Company’s Securities Administration Agency, namely PT BSR
Indonesia, as per June 4, 2025, until 4.00 PM (Indonesia Western Standard Time).
b. For the Company’s shares that are deposited in Collective Custody, only the Shareholders
or their legitimate proxies whose names are registered in the account holder or the
custodian bank at PT Kustodian Sentral Efek Indonesia (“KSEI”) as per June 4, 2025, until
4.00 PM (Indonesia Western Standard Time).
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3. The Company provides 2 (two) alternative authorizations that can be used by the
Shareholders, which are:
i. The Conventional Power of Attorney – a legitimate power of attorney as determined by
the Company’s Board of Directors, provided that members of the Board of Directors, the
Board of Commissioners and employees of the Company may act as the proxy of the
Shareholders at the Meeting, however, any vote cast by them as proxies in the Meeting
shall not be counted in the voting. For the Shareholders whose address is registered in a
foreign country, the Conventional Power of Attorney shall be legalized by the Notary or
authorized official institution and by the Indonesian Embassy of the Republic of Indonesia
in their country. A form of Conventional Power of Attorney can be obtained during office
hours at the office of the Company’s Securities Administration Agency :
PT BSR Indonesia
Gedung Sindo 3rd floor
Jl. Wahid Hasyim No. 38, Menteng, Central Jakarta
Telephone : (021) 80864722
Email : adm.efek@bsrindonesia.com
All Conventional Power of Attorney shall be received by the Board of Directors at the
address asstipulated above at the latest 1 (one) working day before the date of the
Meeting, on Wednesday, June 25, 2025 until 4.00 PM (Indonesia Western Standard Time).
ii. Electronic Power of Attorney or e-Proxy that can be accessed through the eASY.KSEI’s
website: https://easy.ksei.co.id (“eASY.KSEI”) – an electronic authorization system
provided by KSEI to facilitate and integrate the power of attorney of the scriptless
Shareholders whose shares are in the collective custody of KSEI to their proxies
electronically through the eASY-KSEI’s website until 1 (one) working day before the
Meeting date, on Wednesday, June 25, 2025. For the Shareholders who intend to use the
e-Proxy through eASY.KSEI may download the user guidance through the following link
(https://www.ksei.co.id/data/download-data-and-userguide).
4. Referring to the Indonesian Financial Services Authority Regulation No.15/POJK.04/2020
concerning Planning and Holding General Meeting of Shareholders of a Public Company, the
Company hereby suggests the Shareholders authorize their presence by giving a power of
attorney including the voting as well as the question’s submission with the e-Proxy.
5. This preventive act shall not prevent the Shareholders from attending the Meeting, with due
regard to the limitation that needs to be applied pursuant to the health protocol implemented
by the Building Management and/or the local authority.
6. Shareholders may attend the Meeting electronically through eASY.KSEI provided by KSEI.
7. The Shareholders or their legitimate proxies who will attend the Meeting are required before
entering the Meeting Room to register themselves with the Company’s registration officer by
submitting a copy of:
i. Resident Identity Card (KTP) or other valid identity cards; and
ii. Collective Share Certificate or for the Shareholders whose names are registered in the
Collective Custody, Written Confirmation for the Meeting or Konfirmasi Tertulis Untuk
Rapat (“KTUR”) (which can be obtained from a member of the Stock Exchange or the
custodian bank);
Additional requirements for the legal entity Shareholders, such as a limited liability company,
cooperation, foundation or pension fund, are required to bring and submit a copy of:
i. Full and complete articles of association; and
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ii. Latest deeds regarding the appointment of the latest member of the Board of Directors
and Board of Commissioners or management.
8. Materials of the Meeting are available at the Company’s official website
https://www.mncland.com/ since the date of this Invitation.
9. For simplification of the arrangement and order of the Meeting, the Shareholders or their
legitimate proxies are kindly required to be present at the venue of the Meeting at least 30
(thirty) minutes before the Meeting.
Jakarta, June 5, 2025
PT MNC Land Tbk
Board of Directors
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Financial Services Authority
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PT BSR Indonesia
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PT Kustodian Sentral Efek Indonesia
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