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20250527_BCAP_Pemanggilan RUPS_31889724_lamp1.pdf
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PT MNC KAPITAL INDONESIA TBK
(the “Company”)
In Central Jakarta
INVITATION TO
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 (the ”Meeting”) of the Company, which shall be held
on:
Day/Date : Wednesday / June 25, 2025
Time : 14.00 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:
The Annual General Meeting of Shareholders (“AGMS”):
1. Approval to the Annual Report of the Company’s Board of Directors including the Company's Sustainability Report, and the
Supervisory Duties Report of the Company’s Board of Commissioners for the Financial Year ended on December 31, 2024.
2. Approval and Ratification of the Company’s Financial Statement for the Financial Year ended on December 31, 2024, and
granting a release and discharge (acquit et de charge) to the Company’s Board of Commissioners and Board of Directors
respectively, for their supervisory and management duties during the Company’s Financial Year ended on December 31,
2024.
3. Approval of the Company’s profit utilization for the Financial Year ended on December 31, 2024.
4. Approval to the changes of the Company’s management.
5. The appointment of Public Accountant and Independent Accountant Firm to audit the Company’s Financial Statement for
the Financial Year ended on December 31, 2025.
6. Reporting realization of fund utilization derives from Bond Sustainable Public Offering IV of MNC Kapital Indonesia Phase II
Year 2024 and Bond Sustainable Public Offering V of MNC Kapital Indonesia Phase I Year 2024 in accordance with the
Regulation of Indonesian Financial Services Authority No. 30/POJK.04/2015.
Explanation of the agenda of the AGMS:
The 1st to the 3rd and 5th AGMS’ agenda are the regular agenda in AGMS to comply with the Company’s Articles of
Association and Law No. 40 Year 2007 regarding Limited Liability Company.
The 4th AGMS’ agenda is proposed when the Company needs to change the composition of the Company’s management in
connection to the Company’s development.
The 6th AGMS’ agenda is to comply with the Regulation of Indonesian Financial Services Authority No. 30/POJK.04/2015.
The Extraordinary General Meeting of Shareholders (“EGMS”):
1. Delegation of authority and power to the Company's Board of Directors with the approval of the Board of Commissioners
in connection with the increase of the Company's issued and paid-up capital as an implementation of the Capital Increase
Without Pre-emptive Rights which has been decided at the Extraordinary General Meeting of Shareholders on June 21,
2024.
2. Approval to the Company’s capital increase through Capital Increase With Pre-Emptive Rights mechanism according to the
applicable laws and regulations in the capital market particularly the Regulation of Indonesian Financial Services Authority
No. 32/POJK.04/2015 dated December 16, 2015 concerning Public Company Capital Increase with Pre-Emptive Rights as
amended by the Regulation of Indonesian Financial Services Authority No. 14/POJK.04/2019 dated April 29, 2019.
3. Approval of changes to the Company’s Articles of Association.
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Explanation of the agenda of the EGMS:
The 1st EGMS’ agenda is the affirmation of the results of the Company’s EGMS dated June 21, 2024 regarding the delegation
of authority and power to the Company's Board of Directors with the approval of the Board of Commissioners concerning
the implementation of the Company’s Capital Increase Without Pre-emptive Rights according with the applicable laws and
regulations in the capital market particularly the Regulation of Indonesian Financial Services Authority
No.14/POJK.04/2019.
The 2nd EGMS’ agenda is requesting the approval from the Shareholders to comply with the Regulation of Indonesian
Financial Services Authority No. 32/POJK.04/2015 dated December 16, 2015 concerning Public Company Capital Increase
with Pre-Emptive Rights as amended by the Regulation of Indonesian Financial Services Authority No.14/POJK.04/2019
dated April 29, 2019.
The 3rd EGMS’ agenda is requesting the approval from the Shareholders to amend Company’s Article of Association
including: Removal of Article 15 paragraph 5 concerning to the obligation to announcement in daily newspaper with
national circulation regarding plans of the transfer or the encumbrance of the Company's assets, which such provisions are
no longer relevant to the prevailing capital market laws and regulations.
NOTES:
1. In relation to the Meeting, the Company does not send a separate invitation to each Shareholder. This Invitation 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 Shareholders whose shares 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
Bureau namely PT BSR Indonesia, on June 2, 2025, no later than 4.00 PM (Indonesia Western Standard Time).
b. For the Shareholders whose shares are deposited in Collective Custody, only the Shareholders or their legitimate proxies
whose name are registered in the account holder or the custodian bank at PT Kustodian Sentral Efek Indonesia (“KSEI”)
on June 2, 2025, no later than 4.00 PM (Indonesia Western Standard Time).
3. The Company provides 2 (two) alternatives of authorization 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 registered in 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
the office hours at the office of the Company’s Securities Administration Bureau:
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 as stipulated above at the
latest 1 (one) working day before the date of the Meeting, on Tuesday, June 24, 2025 until 4.00 PM (Indonesia Western
Standard Time).
ii. Electronic Power of Attorney or e-Proxy that can be accessed through the KSEI’s official website:
https://akses.ksei.co.id/ (“AKSes.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 AKSes.KSEI until 1 (one) working day before the Meeting date, on Tuesday, June 24, 2025 at
12.00 PM (Indonesia Western Standard Time). For the Shareholders who intend to use the e-Proxy through AKSes.KSEI
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may download the user guidance through the following link: https://www.ksei.co.id/data/download-data-and-user-
guide (on menu User Manual eASY.KSEI-Shareholder).
4. Shareholders may attend the Meeting electronically through AKSes.KSEI provided by KSEI.
5. 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 name are registered in the Collective Custody, Written
Confirmation for the Meeting or Konfirmasi Tertulis Untuk Rapat (“KTUR”) (which can be obtained from the member of
the Stock Exchange or the Custodian Bank);
Additional requirements for the legal entity of Shareholders, such as a limited liability company, cooperation, foundation
or pension fund, are required to bring and submit a copy of:
iii. Full and complete articles of association; and
iv. Deeds regarding the appointment of the latest member of Board of Directors and Board of Commissioners or
management.
6. Materials of the Meeting are available at the Company’s official website http://www.mncfinancialservices.com/ since the
date of this Meeting Invitation.
7. 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 started.
Jakarta, June 3, 2025
PT MNC KAPITAL INDONESIA 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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