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20250605_KARW_Pemanggilan RUPS_31892885_lamp8.pdf

RUPS notice Text extracted KARW

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Page 1
                                     INVITATION OF
                             THE ANNUAL GENERAL MEETING OF
                  SHAREHOLDERS PT MERATUS JASA PRIMA TBK. (“the Company”)

The Board of Director of the Company hereby invites the Shareholders of the Company to attend the
Annual General Meeting of Shareholders (“AGMS”), that will be held on:
Date/Day                : Thursday, 26 June 2025
Time                    : 10.00 – 11.00 Western Indonesian Time (“WIB”)
Venue                   : Ruang Star Room 1, Intiland Tower, Ground Floor, Jl. Jenderal
                          Sudirman No. Kav. 32, RT.3/RW.2, Karet Tengsin, Kecamatan Tanah
                          Abang, Kota Jakarta Pusat, Jakarta 10220, Indonesia

The Agenda of the AGMS is as follows:

   1. Approval of the Annual Report prepared by the Board of Directors regarding the condition and
      operation of the Company during the 2024 Financial Year including the Supervisory Report of
      the Board of Commissioners for the 2024 Financial Year and the Financial Statements ending on
      31 December 2024.

       Pursuant to the provisions of (i) Article 69 and Article 78 of the Company Law; (ii) Article 11
       Paragraph (9) letter a of the Company’s Articles of Association; (iii) Article 11 Paragraph (11) of the
       Company’s Article of Association; and (iv) Article 23 Paragraph (3) of the Company’s Article of
       Association, the Company’s Annual Report and Financial Statements must respectively obtain
       approval and ratification from the General Meeting of Shareholders (“GMS”) of the Company.

   2. Proposed Allocation of the Company’s Net profit for the Financial Year Ending on 31 December
      2024.

       Pursuant to the provisions of (i) Article 71 paragraph (1) of the Company Law; (ii) Article 11
       paragraph (4) letter c of the Company’s Articles of Association; and (iii) Article 22 of the Company’s
       Articles of Association, the allocation of the Company’s net profit shall be determined by the
       General Meeting of Shareholders (“GMS”).

   3. Approval of the Appointment of Public Accountant and/or Public Accounting Firm to Audit
      Company Financial Statements for the Fiscal Year ending on 31 December 2025 and granting of
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   the board of Commissioners authority to determine the amount of honorarium and other
   requirements.

   Pursuant to the provisions of Article 68 paragraph (1) letter c the Company Law, Financial
   Statements of listed companies must be submitted to a public accountant for auditing.
   Furthermore, based on Financial Services Authority Regulation No. 15/POJK.04/2020 date 20 April
   2020 regarding the Planning and Organizing of General Meeting of Shareholders of Public
   Companies, the appointment and dismissal of public accountants who will provide audit services
   for annual historical financial information must be decided at the GMS by considering the proposal
   of the Board of Commissioners.



4. Delegation of authority to the Company’s Board of Commissioners to design, establish and
   enforce the remuneration system including honorarium, allowances, salaries, bonuses and/or
   other remuneration for members of the Board of Directors and Board of Commissioners of the
   Company for the period of 2025.

   Pursuant to the provisions of (i) Article 94 paragraph (1) of the Company Law and Article 17
   paragraph (4) of the Company’s Article of Association, honorarium, allowance, and salaries for the
   Board of Directors determined by the GMS based on the Board of Commissioners
   recommendation. Furthermore, Article 108 paragraph (1) of the Company Law, Article 109
   paragraph (1) of the Company Law and Article 20 paragraph (5) of the Company’s Article of
   Association, honorarium, allowance and salaries for the Board of Commissioners and Director
   member determined by GMS.



5. Approval of change to the corporate management structure

   Pursuant to the provisions of (i) Article 94 paragraph (1) and Article 111 paragraph (1) of the
   Company Law, and (ii) Article 3 and Article 23 of the Financial Services Authority Regulation
   No.33/POJK.04/2014 date 8 December 2014 on Directors and Commissioners of an Issuer or a
   Public Company; (iii) Article 17 paragraph (3) of the Company’s Article Association, Members of
   the Board of Directors are appointed by the GMS.

   General Provisions
   1. This invitation of the AGMS constitutes an official invitation to the Shareholders of the
      Company to attend the AGMS. The Board of Directors of the Company does not send a
      separate invitation to each Shareholder. A complete explanation of the AGMS agenda items
      can be downloaded from the Company Website www.meratusjasaprima.com.

   2. Shareholders entitled to attend or be represented at the AGMS are those whose names are
      registered in the Company’s Shareholders Register as of Tuesday, 3 June 2025, for scripless
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   Shareholders whose share are in the Collective Custody of PT Kustodian Sentral Efek Indonesia
   (“KSEI”) In accordance with the securities account balance records at the close of stock trading
   on Tuesday 3 June 2025.

3. The Company will convene the AGMS with the following details:

   a. Granting of power of attorney mechanism

       i.      The Company appeals to Shareholders who are entitled to attend the AGMS
               whose shares are placed in the Collective Custody of KSEI, to authorize the
               Company’s Security Administration Bureau, PT Raya Saham Registra, through the
               KSEI Electronic General Meeting System (eASY.KSEI) through the link
               https://akses.ksei.co.id/ provided by KSEI as a mechanism for granting electronic
               power of attorney (e-Proxy) in the process of holding meeting.

       ii.     In addition to the electronic power of attorney (e-Proxy) as mentioned, the
               Shareholders may also grant proxy outside the eASY.KSEI system by downloading
               the power of attorney form available on the Company’s website at
               www.meratusjasaprima.com and the copy of the power of attorney form must be
               sent via email to corsec.mjp@meratus.com and the original of the power of
               attorney along with supporting document must be submitted to the Company’s
               Securities Administration Bureau, PT Raya Saham Registra at Plaza Sentral Building
               2nd floor, Jl. Jendral Sudirman 47-48, RT.5/RW.4, Karet Semanggi, South Jakarta,
               DKI Jakarta 12930, no later than 25 June 2025.

       iii.    In the event that Shareholders or their proxy intends to attend the meeting in
               person, they are required to present a copy of their Identity Card (KTP) or other
               valid identification to the meeting office prior to entering the AGMS venue.

       iv.     Shareholder representative that’s a legal entity (“Legal Entity Shareholder”)
               required to submit: (a) a copy of the Articles of Association of the applicable Legal
               Entity Shareholders, and (b) Appointed document of the incumbent directors to
               the Company via email rsrbae@registra.co.id no later than 25 June 2025 at 16:00
               WIB.

       v.      Shareholders under Collective Custody who wish to attend the AGMS in person
               are required to present a Written Confirmation for the Meeting (“KTUR”), which
               can be obtained from the Securities Company or Custodian Bank where the
               Shareholder has opened their securities account.

       vi.     Members of the Board of Directors, members of the Board of Commissioners, and
               employees of the Company may act as proxies of the Shareholders at the AGMS;
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            however, any votes cast by them as proxies shall not be counted in the voting
            process.

b. The Company will make the materials for the AGMS agenda available on the Company’s
   website at www.meratusjasaprima.com since the date of the AGMS on June 4, 2025, until
   the date of the AGMS.

c.   The Notary will assist by the Company’s Securities Administration Bureau, will conduct
     the verification and vote counting for each agenda item during the decision making
     process of the meeting that cast directly during AGMS.
d. In order to ensure that the AGMS is conducted in an orderly, efficient, and in time,
   Shareholders or their proxies are respectfully requested to be present no later than 09:15
   WIB. The registration process will be closed at 09:55 WIB.

e. The Company will not provide any souvenirs in connection with the conduct of the AGMS.

                                      Jakarta, 4 June 2025
                                   PT Meratus Jasa Prima Tbk
                                     The Board of Directors

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Names mentioned 4 people and organisations named in the text · linked when the evidence is strong

linked org MERATUS JASA PRIMA TBK. p.1 ×5
unresolved org Financial Services Authority p.2 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.3
unresolved org PT Raya Saham Registra p.3 ×2

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