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20250526_BKSL_Pemanggilan RUPS_31889135_lamp2.pdf
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SUMMONS
To the Shareholders
PT Sentul City Tbk (“Company”)
Summons of the Annual General Meeting of Shareholders
PT SENTUL CITY Tbk
The Directors of PT SENTUL CITY Tbk, domiciled in South Jakarta (“Company”
invite the Company’s shareholders to attend the Annual General Meeting of
Shareholders of the Company (“Meeting” which shall be held on:
Day/date : Thursday, 19 June 2025
Hour : At 09.30 BBWI – until finished.
Venue : Emerald Room, The Alana Hotel & Conference Centers Jl. Ir. H.
Juanda No. 76 Sentul City, Bogor 16810
with the Meeting agendas as follows:
1. Approval and ratification of Annual Report for the fiscal year ended on 31
December 2024, therein, consisting of:
a. report on the management of the Company management by the Directors and
Report on the supervision of the Company by the Board of Commissioners
during the fiscal year of 2024.
b. Financial statement for the Fiscal Year ended on 31 December 2024, having
been audited by a Public Accountant Office Tanubrata Sutanto Fahmi
Bambang and partners;
Elucidation on the above agenda in accordance with Article 9 paragraph 4
letter a, letter b, Article 9 paragraph 5, Article 20 paragraph 5 of the
Company’s articles of association and Article 66 paragraph 1, Article 69
paragraph 1, Law Number 40/2007, concerning Limited Liability Company.
2. Approval on the use of net profit of the Company for the fiscal year ended on 31
December 2024.
Elucidation on the above agenda in accordance with Article 9 letter c, Article 20
paragraph 5, Article 21 paragraph 1, Article 22 paragraph 1 of the Company’s
articles of association and Article 70, 71 of Law Number 40/2007, concerning
Limited Liability Company.
3. Delegation of authority to the Company’s Board of Commissioners for the
determination of salary and allowance for the members of Board of
Commissioners and members of Directors of the Company, the implementation of
which shall be adjusted to the applicable rule.
Elucidation on the above agenda in accordance with the provision of Article 14
paragraph 11, Article 17 paragraph 9 of the Company’s articles of association and
by observing the Regulation of Financial Service Authority No. 34/PJOK.04/2014.
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4. Dismissal and Appointment of Directors and Board of Commissioners of the
Company.
Elucidation on the above agenda in accordance with the Company’s articles of
association Article 14 paragraph 3 and Article 17 paragraph 2.
5. Appointment of a Public Accountant who shall audit the Company’s financial
statement for the fiscal year ended on 31 December 2025.
Elucidation on the above agenda in accordance with Article 9 paragraph 4 letter d
of the Company’s articles of association and Article 68 of Law Number 40/2007,
concerning Limited Liability Company and Regulation of Financial Service
Authority 10/2017.
Notes:
1. The Company does not send a special invitation to the shareholders, because this
Summons is applicable as an authorized invitation. This summons may also be
seen in the Company’s website page http://www.sentul.city.co.id and application
eASY.KSEI.
2. The materials relating to the Meeting agenda are available at the Company’s
office from the date of Summons on 26 May 2025 until the Meeting is convened
on 19 June 2024, in accordance with the above Company’s information.
3. Each shareholder entitled to attend the Meeting shall be the shareholders whose
names are recorded in the Company’s Shareholders Register at the closure of
trading hours of Stock Exchange on 23 May 2025.
4. The participation of shareholders in the Meeting shall be performed by the
mechanism as follows:
a. physical present in the Meeting; or
b. electronically present in the meeting through eASY.KSEI application.
5. The shareholders who may be electronically present in person as mentioned in
point 4 letter h shall be local individual shareholders whose shares are stored in
the collective custody of KSEI.
6. To use the eASY.KSEI application, the shareholders shall access eASY.KSEI
menu, Login eASY.KSEI submenu existing in the AKSes facility
(http://akses.ksei.co.id/)
7. Before determining the participation in the Meeting, the shareholders must read
the rules presented through this summons and other rules relating to the
implementation of Meeting based on the authority specified by each Company.
Other rules may be seen through the documented attached in the feature ‘Meeting
Info’ in eASY-KSEI application and/or Meeting summons contained in the site
page of the Company relating to the Company is entitled to specify other
requirements in connection with the physical participation of shareholders or their
legal representatives in the Meeting.
8. The shareholders who shall be physically present in the Meeting or the
shareholders who shall exercise their voting right through eASY.KSEI
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application shall inform their attendance or designate their legal representative
and / or submit their vote choice in the eASY.KSEI application.
9. The deadline for providing attendance declaration or power and vote in the
eASY.KSEI application shall be at 12.00 WIB on 1 (one) workday before the date
of Meeting.
10. Before entering the Meeting room, the shareholders or their legal representative
who are physically present in the Meeting must fill the attendance list by showing
their original personal identity card.
11. The implementation of meeting shall be performed as efficient as possible without
reducing the validity of Meeting implementation in accordance with the
provisions of Regulation of Financial Service Authority No. 15/2020. The
shareholders who cannot attend the Meeting and shall empower to be present in
the Meeting (non-electronically), then the empowerment shall be performed under
the following provisions:
a. The format of power of attorney may be downloaded in the Company’s
website from the date of summons of Meeting and the power of attorney must
be filled in accordance with the instruction contained therein and, submitted to
the Company’s Directors through PT RAYA SAHAM REGISTRA as the
Company’s Stock Administrative Bureau (“SAB”), not later than before 16.00
WIB, on 18 June 2025, namely 1 (one) workday before convening the
Meeting.
b. For the Company Shareholders who sign the power of attorney abroad, then
the power of attorney must be legalized by the Embassy/Consulate General of
the Republic of Indonesia in the concerned country;
12. For the Shareholders (individual/legal entity) the Legal Representative who are
present physically are requested to bring the documents as follows:
a. For individual Shareholder, photocopy of legal and valid personal identity
card (Resident Identity Card or passport);
b. For Legal Representative, valid power of attorney by attaching a photocopy
of personal identity card of the issuance of power and recipient of power.
13. For the shareholders who shall be present or electronically empower in the
Meeting through eASY.KSEI application must observe the following matters:
a. Registration Process
i. Local individual shareholders who have not yet the attendance
declaration or power in the eASY.KSEI application until the deadline
in point 9 and wish to electronically attend the Meeting must perform
the attendance registration in the eASY.KSEI application on the date
of Meeting until the registration period of electronic Meeting is closed
by the Company.
ii. Local individual shareholders who have provided the attendance
declaration but have not provided the vote choice, minimally for 1 (one)
Meeting agenda in the eASY.KSEI application until the deadline in
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point 9 and wish to electronically attend the Meeting, must perform the
attendance registration in the eASY.KSEI application on the date of
Meeting until the registration period of electronic Meeting is closed by
the Company.
iii. The shareholders who have cast vote to the recipient of power
provided by the Company (Independent Representative) or Individual
Representative but the shareholders have not provided the vote choice
minimally for 1 (one) Meeting agenda in the eASY.KSEI application
until the deadline in point 9, then the recipient who represent the
shareholders must perform attendance registration in the eASY.KSEI
application on the date of Meeting until the registration period of
electronic Meeting is closed by the Company.
iv. The shareholders who have provided votes to the participant recipient
of power/intermediary (Custodian Bank or Stock Company) and have
provided vote choice in the eASY.KSEI application until the deadline
in point 9, then the representative of recipient of power having been
registered in the eASY.KSEI application must perform attendance
registration in the eASY.KSEI application on the date of Meeting until
the registration period of electronic Meeting is closed by the Company.
v. The shareholders who have provided the attendance declaration or give
power to the recipient of power provided by the Company
(Independent Representative) or Individual Representative who has
provided vote chalice, minimally for 1 (one) or to all Meeting agenda
in the eASY.KSEI application not later than the deadline in point 9,
then the shareholders or recipient of power do not necessarily perform
electronic attendance registration in the eASY.KSEI application on the
date of Meeting.
The shareholding shall be automatically calculated as the attendance
quorum and the vote choice having been provided shall be
automatically calculated in the voting of Meeting.
vi. The delay or failure in the electronic registration process as set forth in
points i – iv, by any reason whatsoever, shall cause the shareholders or
their legal representative may not electronically attend the Meeting and,
their shareholding shall not be calculated as the attendance quorum in
the Meeting.
b. Process of Electronically Raising Question and / or Opinion
i. The shareholders or legal representative shall have 3 (three)
opportunities to raise question and/or opinion in each session of
discussion per agenda of MJ1. The question and/or opinion per agenda
of Meeting shall be submitted in writing by the shareholders or legal
representatives by using chat feature in the column ‘Electronic
Opinions; which is available on the screen of E-Meeting Hall in
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eASY.KSEI application. The raising of question and/or opinion shall
be performed as long as the status of Meeting implementation in the
column ‘General Meeting Flow Text’ is “Discussion started for
agenda item no. [ ]”.
ii. Determination of mechanism of discussion implementation per agenda
of Meeting, in writing, through the screen E-Meeting Hall in
eASY.KSEI application shall be the authority for the each Company
and it shall be stated by the Company in the Code of Conduct of
Meeting Implementation through eASY.KSEI application.
iii. The legal representatives who are electronically present and shall raise
the question and/or opinion of their shareholders during the period of
session of discussion per agenda of Meeting shall be obliged to write
the name of shareholders and the quantity of their shareholding,
followed by the question or opinion.
c. Voting Process
i. Electronic voting process shall be performed in the eASY-KSEI
application in the E-Meeting Hall menu, Live Broadcasting submenu.
ii. The shareholders who are present in person or represented by their
legal representative but have not provided vote choice in the Meeting
agenda as set forth in paragraph 13 letter a points i – iii, then the
shareholders or their legal representative shall have an opportunity to
submit their vote choice during the period of voting through E-Meeting
Hall screen in eASY.KSEI opened by the Company. When the
electronic voting period per Meeting agenda is commenced, the system
shall automatically run the voting time by counting down for,
maximally, 3 (three) minutes. During the period of electronic voting
process, it shall be seen that the status “Voting for agenda item no [ ]
has started” in the column ‘General Meeting Flow Text’. If the
shareholders or their legal representative do not provide vote choice
for certain Meeting agenda until the status of Meeting implementation
seen in the column “Government Meeting Flow’ change into ‘Voting
for agendas item no [ ] has ended”, then it shall be deemed that it give
the vote Abstain for the related Meeting agenda.
iii. Voting time during the period of electronic voting process is the
standard time specified in the eASY.KSEI application. Every
Company may specify the policy of electronic direct voting time per
agenda in the Meeting (with maximum period of 3 (three) minutes per
Meeting agenda) and shall be stated in the Code of Conduct of
Meeting Implementation through eASY.KSEI application.
d. Live Broadcast Show of Meeting
i. The shareholders or their legal representative having been registered in
the eASY.KSEI application not later than the deadline in point 9 may
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directly see the Meeting through webinar Zoom by accessing
eASY.KSEI menu GMS Display submenu which exist in AKSes
facility (https://akses.ksei.co.id/).
ii. The GMS display has the capacity up to 500 participants, wherein the
attendance of each participant shall be specified based on the first
come first serve basis. For the shareholders or their legal representative
having obtained opportunity to see the Meeting implementation
through GMS Show shall remain be legally deemed as electronically
present and their shareholding and vote choice shall be calculated in
the Meeting, as long as they have been registered in the eASY.KSEI
application as stated in item 13 letter a points i – v.
iii. The shareholders or their legal representative who only see the
Meeting implementation through GMS Show but not registered as
electrically present in the eASY.KSEI application in accordance with
the provision in item 13 points i – v, then the attendance of the
shareholders or their legal representative shall be deemed as invalid
and shall not be included in the calculation of attendance quorum of
Meeting.
iv. The shareholders or their legal representative who see the Meeting
implementation through GMS Show shall have the feature of “raise
hand” which may be used for raising question and/or opinion during
the period of session of discussion per agenda of Meeting. If the
Company allow by activating the feature of “allow to talk”, then the
shareholders or their legal representative may raise question and/or
opinion by talking directly. The determination of mechanism of
discussion per Meeting agenda by using the feature of “allow to talk”
existing in the GMS Show is the authority of each Company and it
shall be stated by the Company in the Code of Conduct of Meeting
Implementation through eASY.KSEI application.
v. To obtain the bets experience in using the eASY.KSEI application and
/ or GMS Show, the shareholders or their legal representative are
suggested to use the browser of Mozilla Firefox.
14. In accordance with the provision of Article 42 paragraph (1) letter a of the
Company’s Articles of Association and Article 48 of Regulation of Financial
Service Authority No. 15/2020, the Company’s Shareholders shall not be entitled
to empower more than one legal representative for part of total shares held by
them with different votes, except:
a. Custodian Bank or Stock Company as a Custodian which represent its
customers who are the Company’s shareholders;
b. Investment Manager who represent the interest of Mutual Fund managed by it.
15. By prioritizing the principle of caution and vigilance toward the current condition
development relating to the pandemic of Corona virus Disease 2019 (“COVID-
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19”, and the compliance with the applicable regulation of COVID-19 prevention
and control, then the Company hereby invite the Shareholders or Legal
Representatives who will remain be present in person in the Meeting in order to
comply and pass the safety and health protocol which is applicable at the Meeting
place as follows:
a. To properly use masker during their his presence in the Meeting place and
during the Meeting period.
b. To wash hands/use hand sanitizer before entering the Meeting place;
c. Do not have body temperature above 37.5o based on the checkup by the
Company.
d. To fill the letter of health statement provided by the registration officer before
entering the Meeting place;
e. To following the direction of the Meeting committee in applying physical
distancing policy at the Meeting place, either before, during or after the
Meeting.
f. The Shareholders / Legal Representative who are sick, although their body
temperature is within normal condition, are not allowed to enter the Meeting
place.
g. The Shareholders / Legal Representative who have cough and sneeze at the
Meeting place shall be respectfully requested to leave the Meeting place;
h. The Company shall announce, in the Company’s website, if there is a revision
and / or addition of information relating to the procedure of Meeting
implementation by referring to the latest condition and progress concerning
the prevention of dissemination of COVID-19.
Jakarta, 26 May 2025
Company’s Directors
Names mentioned 3 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Ir. H. Juanda
p.1
unresolved
org
PT RAYA SAHAM REGISTRA
p.3
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