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20250527_BIPP_Pemanggilan RUPS_31889658_lamp3.pdf
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PT BHUWANATALA INDAH PERMAI Tbk
Berkedudukan di Jakarta/Domiciled in Jakarta
(“Perseroan”/The "Company")
INVITATION
GENERAL MEETING OF SHAREHOLDERS
PT Bhuwanatala Indah Permai Tbk (hereinafter referred to as the “Company”) hereby invites the
Company’s shareholders to attend the Annual General Meeting of Shareholders (“AGMS”) and the
Extraordinary General Meeting of Shareholders (“EGMS”) (hereinafter the AGMS and EGMS are
referred to as the “Meeting”), which will be held on:
Day/Date : Thursday, June 19, 2025
Time : 15.00 WIB – finished
Place : Graha BIP 11th Floor Jl. Jenderal Gatot Subroto kav.23
Jakarta Selatan 12930
Agenda of the Annual General Meeting of Shareholders, as follows:
1. Approval of the Annual Report including ratification of the Financial Report, and the Supervisory
Report of the Board of Commissioners of the Company for the financial year ending on December
31, 2024, while providing full release and discharge of responsibility to the members of the Board
of Directors and Board of Commissioners of the Company for the management and supervision
actions of the Company that have been carried out during the financial year 2024, as long as it is
reflected in the Annual Report and recorded in the Company's Financial Report.
Explanation:
The Company will provide an explanation to shareholders regarding the implementation of the
Company's business activities for the financial year ending on December 31, 2024 and the
financial condition as stated in the Company's Financial Report for the financial year ending on
December 31, 2024. In accordance with the provisions of the Company's Articles of Association,
ratification and/or approval of the Annual Report by the Annual GMS means providing full release
and discharge of responsibility (acquit et decharge) to the members of the Board of Directors and
Board of Commissioners of the Company for the management and supervision that have been
carried out during the previous financial year, as long as such actions are reflected in the Annual
Report.
2. Approval of the determination of the use of the Company's net profit for the financial year ending
on December 31, 2024.
Explanation:
Based on the Company's Articles of Association and Article 71 of Law No. 40 of 2007 concerning
Limited Liability Companies ("Company Law"), the approval of the General Meeting of
Shareholders ("GMS") is required by the Company in connection with the determination of the
use of the Company's net profit.
3. Approval for the determination of salaries and honorariums and/or other benefits for members of
the Company's Board of Commissioners and Board of Directors for 2025.
Explanation:
Based on the Company's Articles of Association and Article 96 Jo. Article 113 of the Company Law,
the Company requires a GMS decision in connection with the determination of salaries for the
Board of Commissioners and honorariums for the Company's Board of Directors for the financial
year ending on December 31, 2025.
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4. Approval of the appointment of an independent Public Accounting Firm for the financial year
ending on December 31, 2025 and the granting of authority to the Company's Board of Directors
to determine honorariums and other requirements in connection with its appointment.
Explanation:
Based on the Company's Articles of Association and Article 68 of the UUPT, the Company requests
that the shareholders grant power of attorney to the Company's Board of Directors to appoint an
independent public accounting firm to conduct an audit of the Company's books ending on
December 31, 2025, provided that the appointed public accounting firm is registered with the
OJK.
The agenda of the Extraordinary General Meeting of Shareholders is as follows:
1. Approval of the adjustment of Article 3 of the Company's Articles of Association concerning the
intent and purpose and business activities of the Company to comply with the 2020 Indonesian
Standard Business Classification.
Explanation:
Adjustment of the Company's Articles of Association, especially Article 3, to comply with the
provisions of the 2020 Indonesian Standard Business Classification.
Note:
1. The Company does not send special invitations to shareholders, because this summons is
valid as an official invitation. This summons can also be seen on the Company's website
www.bipp.co.id and the eASY.KSEI application.
2. The agenda of the Meeting materials are available from the date of the Invitation on May 28,
2025 until the Meeting is held on June 19, 2025, according to the Company's information
above.
3. Every shareholder who is entitled to attend the Meeting is the shareholder whose name is
registered in the Company's Shareholders Register at the close of the Stock Exchange trading
hours on May 27, 2025.
4. The participation of shareholders in the Meeting can be done by the following mechanism:
a. physically present at the Meeting; or
b. attend the Meeting electronically through the eASY.KSEI application.
5. Shareholders who can attend in person electronically as mentioned in point 4 letter b are
local individual shareholders whose shares are kept in the collective custody of KSEI.
6. To use the eASY.KSEI application, shareholders can access the eASY.KSEI menu located in the
AKSes facility (https://access.ksei.co.id/)
7. Prior to determining participation in the Meeting, shareholders are required to read the
provisions conveyed through this summons as well as other provisions related to the
implementation of the Meeting based on the stipulated authority.
8. Shareholders who will physically attend the Meeting or shareholders who will exercise their
voting rights through the eASY.KSEI application, can inform their attendance or appoint their
proxies, and/or submit their voting choices in the eASY.KSEI application.
9. The deadline for submitting a declaration of presence or power of attorney and vote in the
eASY.KSEI application is 12.00 WIB on 1 (one) business day before the date of the Meeting.
10. For shareholders who will still be physically present at the Meeting, it is obligatory, enforced
by the Company, the regulations include the following:
- Shareholders of the Company whose shares are in Collective Custody at PT KSEI who intend
to attend the Meeting, must register through exchange members or custodian banks
holding securities accounts at KSEI to obtain a Written Confirmation for the Meeting
("KTUR").
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- Shareholders of the Company or their proxies, both individuals and legal entities who will
attend the Meeting, are asked to bring a photocopy of Identity Card (KTP) or other personal
identification card, power of attorney and KTP of the authorized and authorized person (if
authorized).
- For Shareholders in the form of a Legal Entity to bring a photocopy of the latest Articles of
Association as well as validation of the Deed of Establishment or Approval of the most
recent amendment to the Articles of Association from the Ministry of Law and Human
Rights of the Republic of Indonesia regarding the latest management composition.
- Photocopies of these letters are given to the Company's registration officer before entering
the Meeting room. Specifically for Shareholders in collective custody, they are asked to
show their KTUR to the registrar before entering the Meeting room.
- Before entering the Meeting room, shareholders or their proxies are required to fill out the
attendance list by showing original proof of identity.
- Always wear a mask while in the meeting area and room.
- Based on detection and monitoring of body temperature not having a body temperature
above 37.3ºC (must be in good physical condition).
- Shareholders or their proxies must follow the directions of the Meeting committee in
implementing the physical distancing policy while in the building where the Meeting is
being held.
11. Shareholders who will attend or provide power of attorney electronically to the Meeting
through the eASY.KSEI application must pay attention to the following:
a. Registration Process
i. Local individual type shareholders who have not provided a declaration of presence or
power of attorney in the eASY.KSEI application until the deadline in point 9 and wish to
attend the Meeting electronically are required to register attendance in the eASY.KSEI
application on the date of the Meeting until the electronic registration period for the
Meeting closed by the Company.
ii. Local individual type shareholders who have given a declaration of attendance but have
not cast a minimum vote for 1 (one) Meeting agenda in the eASY.KSEI application until the
deadline in point 9 and wish to attend the Meeting electronically are required to register
attendance in the eASY application. KSEI on the date of the Meeting until the registration
period of the Meeting is electronically closed by the Company.
iii. Shareholders who have given power of attorney to the recipient of the proxy provided by
the Company (Independent Representative) or Individual Representative but the
shareholder has not cast a minimum vote for 1 (one) Meeting agenda in the eASY.KSEI
application until the deadline in point 9, the recipient the proxy representing the
shareholders is required to register attendance in the eASY.KSEI application on the date of
the Meeting until the electronic registration period for the Meeting is closed by the
Company.
iv. Shareholders who have given power of attorney to the participant/Intermediary proxy
(Custodian Bank or Securities Company) and have cast their vote in the eASY.KSEI
application up to the time limit in point 9, then the representative of the proxy who has
been registered in the eASY.KSEI application is required to perform attendance
registration in the eASY.KSEI application on the date of the Meeting until the registration
period of the Meeting is electronically closed by the Company.
v. Shareholders who have given a declaration of attendance or given power of attorney to
the proxy provided by the Company (Independent Representative) or Individual
Representative and have cast a minimum of 1 (one) or all of the Meeting agenda items in
the eASY.KSEI application no later than the maximum limit time in point 9, the
shareholders or proxies do not need to register attendance electronically in the eASY.KSEI
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application on the date of the Meeting. Share ownership will be automatically calculated
as the quorum of attendance and the votes that have been cast will be automatically
taken into account in the voting of the Meeting.
vi. Any delay or failure in the electronic registration process as referred to in numbers i – iv
for any reason will result in the shareholders or their proxies being unable to attend the
Meeting electronically, and their share ownership will not be counted as a quorum for
attendance at the Meeting.
b. Process for Submitting Questions and/or Opinions Electronically
i. Shareholders or proxies have 3 (three) opportunities to submit questions and/or opinions
at each discussion session per meeting agenda. Questions and/or opinions per meeting
agenda can be submitted in writing by the shareholders or proxies by using the chat
feature in the 'Electronic Opinions' column available in the E-meeting Hall screen in the
eASY.KSEI application. Giving questions and/or opinions can be done as long as the status
of the Meeting in the 'General Meeting Flow Text' column is "Discussion started for
agenda item no. [ ]".
ii. The determination of the mechanism for implementing the discussion per meeting agenda
in writing through the E-meeting Hall screen in the eASY.KSEI application is the authority
of each Company and this will be stated by the Company in the Rules of Conduct for the
Meeting through the eASY.KSEI application.
iii. For the proxies who attend electronically and will submit questions and/or opinions of
their shareholders during the discussion session per agenda of the Meeting, they are
required to write down the names of the shareholders and the number of their share
ownership followed by related questions or opinions.
c. Voting Process
i. The electronic voting process takes place in the eASY.KSEI application on the E-meeting Hall
menu, Live Broadcasting sub menu.
ii. Shareholders who are present alone or are represented by their proxies but have not cast
their votes in the agenda of the Meeting as referred to in point 11 letter a number i – iii,
then the shareholders or their proxies have the opportunity to submit their vote during
the voting period via the E-screen. The meeting Hall in the eASY.KSEI application was
opened by the Company. When the electronic voting period per meeting agenda begins,
the system automatically runs the voting time by counting down a maximum of 5 (five)
minutes. During the electronic voting process, the status of "Voting for agenda item no [ ]
has started" will be seen in the 'General Meeting Flow Text' column. If the shareholders or
their proxies do not vote for a particular meeting agenda until the status of the meeting
as shown in the 'General Meeting Flow Text' column changes to "Voting for agenda item
no [ ] has ended", it will be considered as voting Abstain for the agenda of the meeting
concerned.
iii. Voting time during the electronic voting process is the standard time set in the eASY.KSEI
application. Each Company may determine the time policy for direct voting electronically
per agenda of the Meeting (with a maximum time of 5 (five) minutes per agenda of the
Meeting) and this will be stated in the Rules of Conduct for the Meeting through the
eASY.KSEI application.
d. GMS Impressions
i. Shareholders or their proxies who have been registered with eASY.KSEI no later than the
deadline in point 9 can witness the ongoing Meeting through webinarZoom by accessing
the eASY.KSEI menu (GMS Impressions sub menu) located at the AKSes facility (https:/
/access.ksei.co.id/).
ii. The GMS broadcast has a capacity of up to 500 participants, where the attendance of each
participant will be determined on a first come first serve basis. Shareholders or their
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proxies who do not have the opportunity to witness the implementation of the Meeting
through the GMS Impressions are still considered valid to attend electronically and share
ownership and voting choices are taken into account at the Meeting, as long as they have
been registered in the eASY.KSEI application as stipulated in point 11 letter a number i – v.
iii. Shareholders or their proxies who only witnessed the implementation of the Meeting
through the GMS Impressions but are not registered are present electronically on the
eASY.KSEI application in accordance with the provisions in point 11 letter a number i – v,
then the presence of the shareholder or proxies is considered invalid and will not included
in the calculation of the meeting attendance quorum.
iv. Shareholders or their proxies who witness the implementation of the Meeting through the
GMS have a raise hand feature that can be used to ask questions and/or opinions during
the discussion session per agenda of the Meeting. If the Company allows by activating the
allow to talk feature, then shareholders or their proxies can submit questions and/or
opinions by speaking directly. The determination of the mechanism for conducting
discussions per meeting agenda using the allow to talk feature contained in the GMS is
the authority of each Company and this will be stated by the Company in the Rules of
Conduct for the Meeting through the eASY.KSEI application.
v. To get the best experience in using the eASY.KSEI application and/or GMS Impressions,
shareholders or their proxies are advised to use the Mozilla Firefox browser.
Jakarta, May 28, 2025
Directors of PT Bhuwanatala Indah Permai Tbk
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Ministry of Law and Human Rights
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