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20250602_HOKI_Pemanggilan RUPS_31890613_lamp3.pdf

RUPS notice Text extracted HOKI

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                            PT BUYUNG POETRA SEMBADA Tbk
                                      (“Company”)
                                        INVITATION
                           ANNUAL GENERAL MEETING (“AGM”)

The Board of Directors of PT Buyung Poetra Sembada Tbk (“Company”), hereby would like to invite all of
its Shareholders to attend the AGM (“Meeting”) which will be held on :

Day and Date        : Tuesday, June 24, 2025
Time                : 14:00 - 16:00 Indonesia Western Time
Place               : PT Buyung Poetra Sembada Tbk's Hall Room, Koki Fruit
                      Building, 2nd Floor, Jln. Peta Barat No.9A Pegadungan, Kalideres,
                      West Jakarta.

With the Meeting Agenda as follows:

1. Approval and ratification of the Company's Annual Report and Sustainability Report including the
   Company's Consolidated Financial Report and the Supervisory Duties Report of the Company's
   Board of Commissioners for the financial year ending December 31, 2024.
   The explanation:
   Based on the provisions of Article 12 paragraph (3) and paragraph (4) of the Company's Articles of
   Association Article 66 paragraph (1) and Article 69 paragraph (1) of Law Number 40 of 2007
   concerning Limited Liability Companies as partially amended by Law Number 6 of 2023 regarding
   Government Regulation in Lieu of Law number 2 of 2022 concerning Job Creation ("PT Law"), at the
   General Meeting of Shareholders the Company's Annual Report is submitted including the Directors'
   Management Report and the Board of Commissioners' Supervisory Duties Report to obtain approval
   from the Meeting as well as the Company's Financial Report on financial year ending on December
   31, 2024 to obtain approval from the Meeting.

2. Approval of the determination of the use of the Company's retained earnings for the financial
   year ending December 31, 2024;
   The explanation:
   Based on the provisions of Article 71 paragraph (1) of the PT Law, the Meeting will discuss and decide
   on the use of the Company's retained earnings for the financial year ending 31 December 2023.

3. Approval of the appointment of a Public Accountant and Public Accounting Firm to examine and
   audit the Company's Financial Report for the financial year ending December 31, 2025.
   The explanation:
   Based on the provisions of Article 12 paragraph (3) letter d of the Company's Articles of Association,
   Article 59 of OJK Regulation Number 15/POJK.04/2020 concerning Planning and Implementation of
   the General Meeting of Shareholders of Public Companies ("POJK No.15/2020") and Article 13 of the
   Regulation OJK Number 13/POJK.03/2017 concerning the Use of Public Accounting Services and Public
   Accounting Firms, the Public Accounting Firm which will audit the Company's books for the financial
   year ending December 31, 2025 must be decided by the General Meeting of Shareholders taking into
   account the proposal of the Board of Commissioners.
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4. Approval of determining the amount of salary or honorarium and allowances for members of the
   Board of Directors and the Board of Commissioners of the Company.
   The explanation:
   To comply with the provisions of Article 17 paragraph (8) and Article 20 paragraph (13) of the Articles
   of Association, Article 96 and Article 113 of the PT Law, the amount of salary or honorarium and other
   allowances for members of the Board of Directors and Board of Commissioners is approved by the
   Meeting.



Notes:

    1.      The Company will not send a specific invitation to shareholders given that this invitation
            constitutes an official invitation to the Company. This invitation can also be found at the
            Company’s website at www.topikoki.com and the eASY.KSEI.


    2.      Materials related to the Meeting are available at the Company’s office as of the Invitation date
            on June 02, 2025 and up to the Meeting’s date on June 24, 2025, as the Company informed
            above.


    3.      The shareholder who are entitled to attend or be represented at the Meeting are those whose
            names are listed in the Shareholders Register of the Company as of the Stock Exchange’s
            closing hour on May 28, 2025.


    4.      Shareholders can participate in the Meeting by either:

              a.   physically attending the Meeting; or

              b.   electronically attending the Meeting through the eASY.KSEI.


    5.      Shareholders who wish to attend electronically, as mentioned in item 4 letter b, must be local
            individual shareholders who have shares deposited in KSEI’s collective custody.


    6.      Shareholders can utilize the eASY.KSEI by accessing eASY.KSEI menu,Login eASY.KSEI
            submenu in the AKSes facility (https://akses.ksei.co.id/).


    7.      Prior to participating in the Meeting, shareholders must first read the terms presented in this
            Invitation, as well as other stipulations related to Meeting as authorized by each Company. Other
            terms can be found in the attached document on the ‘Meeting Info’ feature provided in the
            eASY.KSEI and/or Meeting invitations posted at the websites of the respective Company. The
            Company retains the rights to authorize more terms in relation to shareholders or shareholder
            representatives’ physical participation in the Meeting.


    8.      Shareholders who wish to physically attend the Meeting or exercise their voting rights through
            the eASY.KSEI, must first inform their attendance or the attendance of their appointed
            representatives, and/or submit their votes through the eASY.KSEI.
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9.    The deadline for declaring attendance, appointing representatives, or submitting votes through
      the eASY.KSEI is set at 12:00 pm Western Indonesian Time (WIB) 1 (one) business day before
      the Meeting’s date.


10.   Prior to entering the Meeting room, all shareholders or their representatives who wish to
      physically participate in the meeting must first fill in the attendance list and show original proofs
      of identity.


11.   Shareholders who wish to attend or authorize a representative to attend the Meeting
      electronically through the eASY.KSEI must consider the following points:


        a.    Registration Process


                         i.       Local individual shareholders who have not provided their
                                  attendance declaration before the deadline mentioned on item 9, but
                                  wish to attend the Meeting electronically, must first register their
                                  attendance through the eASY.KSEI during the date of the Meeting
                                  and before the time that the Company ends the Meeting's electronic
                                  registration.


                        ii.       Local individual shareholders who have provided their attendance
                                  declaration but have not submitted their vote on a minimum of 1 (one)
                                  of the Meeting agendas through the eASY.KSEI before the deadline
                                  mentioned on item 9 and wish to attend the Meeting electronically,
                                  must first register their attendance through the eASY.KSEI during the
                                  date of the Meeting and before the time that the Company ends the
                                  Meeting's electronic registration.


                       iii.       Shareholders who have authorized the Company’s Independent
                                  Representative or an Individual Representative but have not
                                  submitted their vote on a minimum of 1 (one) of the Meeting agendas
                                  through the eASY.KSEI before the deadline mentioned on item 9 and
                                  wish to attend the Meeting electronically must first register their
                                  attendance through the eASY.KSEI during the date of the Meeting
                                  and before the time that the Company ends the Meeting's electronic
                                  registration.


                      iv.         Shareholders who have authorized an Intermediary Participant
                                  Representative (Custodian Bank or Securities Company) and have
                                  submitted their vote through the eASY.KSEI before the deadline
                                  mentioned on item 9 are required to request their registered
                                  representatives in the eASY.KSEI to register their attendance
                                  through the eASY.KSEI during the date of the Meeting before the
                                  time that the Company ends the Meeting's electronic registration.


                       v.         Shareholders who have submitted their attendance declaration or
                                  authorized a Company-appointed Independent Representative or
                                  Individual Representative and have provided their votes for a
                                  minimum of 1 (one) of the Meeting agendas through the eASY.KSEI
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                      before the deadline mentioned on item 9 do not need to electronically
                      register their attendance through the eASY.KSEI on the Meeting’s
                      date. Shares’ ownership will be automatically calculated as an
                      attendance quorum and submitted votes will be automatically
                      counted during the Meeting’s voting process.


            vi.       Lateness or electronic registration failures, as mentioned in points
                      number i - iv, for whatever reason that cause shareholders or their
                      representatives to not be able to electronically attend the Meeting,
                      will prevent their shares from being counted as a quorum for the
                      Meeting.


b.   Electronic Statements or Opinions Submission Process


               i.     Shareholders or their representatives are provided 3 (three)
                      opportunities to present their questions and/or opinions in discussion
                      in each Meeting agendas. Questions and/or opinions on each of the
                      Meeting agendas can be submitted in writing by the Shareholders or
                      their representatives through the chat feature in the ‘Electronic
                      Opinions’ made available in the E-Meeting Hall screen of the
                      eASY.KSEI. Questions and/or opinions can be given as long as the
                      Meeting’s status in the ‘General Meeting Flow Text’ status is written
                      as “Discussion started for agenda item no. [ ]”.


              ii.     The mechanism of handling questions and / or opinions through
                      'Electronic Opinion' screen in the eASY.KSEI is determined by the
                      respective Company and will be included in the Company’s Meeting
                      Guidelines through the eASY.KSEI.


             iii.     Shareholders’ representatives who electronically attend the Meeting
                      and submit a question and/or opinion during a discussion session of
                      one of the Meeting agendas are required to type in the name of the
                      shareholder and amount of shares they represent first before they
                      write their respective questions and/or opinions.


c.   Proses Pemungutan Suara/Voting


               i.     The voting process will be conducted electronically through the E-
                      Meeting Hall menu, Live Broadcasting submenu of the eASY.KSEI.


              ii.     Shareholders or their representatives who have not submitted their
                      votes on the particular Meeting agenda, as mentioned in item 11 letter
                      a number i - iii, are given an opportunity to submit their votes as the
                      Company opens the voting period in the E-Meeting Hall screen of the
                      eASY.KSEI. After the electronic voting period for one of the Meeting
                      agendas is started, the system will automatically count down the
                      voting time by a maximum of 5 (five) minutes. During the electronic
                      voting time, a “Voting for Agenda item no [ ] has started” status would
                      be displayed at the ‘General Meeting Flow Text’ column.
                      Shareholders or their representatives who have not submitted their
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                      votes during a specific Meeting agenda after the ‘General Meeting
                      Flow Text’ column’s status has changed to “Voting for Agenda item
                      no [] has ended” will be considered to give an Abstain vote for the
                      related Meeting agenda.


             iii.     The voting time in th electronic voting process is a standardized time
                      set by the eASY.KSEI. Each Company can set their own policies on
                      electronic voting time for each of their Meeting agendas (with a
                      maximum of five minutes per Meeting agenda) and include them in
                      the Meeting’s Guideline through the eASY.KSEI.


d.   Live Broadcast of The Meeting


               i.     Shareholders or their representatives who have been registered in
                      the eASY.KSEI no later than the deadline mentioned on item 9 can
                      watch the Meeting live via Zoom in webinar format by accessing the
                      eASY.KSEI menu, submenu Tayangan RUPS in the AKSes facility
                      (https://akses.ksei.co.id/).


              ii.     Tayangan RUPS has a capacity of 500 participants provided in a first
                      come, first serve basis. Shareholders or their representatives who
                      could not be accommodated in the Meeting’s broadcast are still
                      considered to have electronically attended the Meeting and their
                      share ownerships and votes are still counted, as long as they have
                      registered through the eASY.KSEI, as specified above in item 11
                      letter a number i - v.


             iii.     Shareholders or their representatives who only watch the Meeting
                      through Tayangan RUPS but were not electronically registered as
                      participants in the eASY.KSEI, as specified above in item 11 letter a
                      number i - v, will not be considered as a legal participant and are not
                      counted as part of the Meeting’s quorum.


            iv.       Shareholders or their representatives whowatch the Meeting through
                      Tayangan RUPS can use the raise hand feature to submit questions
                      and/or opinions during the discussion sessions for each of the
                      Meeting agendas. Shareholders or their representatives can directly
                      ask questions or voice their opinions if the Company has allowed and
                      activated the allow to talkfeature. Mechanisms for discussion on each
                      of the Meeting agendas, including the use of the allow to talk feature
                      in Tayangan RUPS are determined by the Company and included in
                      the Meeting's Guideline through the eASY.KSEI.


             v.       Shareholders or their representatives are encouraged to use the
                      Mozilla Firefox browser for the best experience in using the
                      eASY.KSEI and/or Tayangan RUPS.



                      Jakarta, June 02, 2025
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Board of Directors

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linked org BUYUNG POETRA SEMBADA Tbk p.1 ×7
unresolved org PT Buyung Poetra Sembada Tbk's Hall Room p.1

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