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20250522_AMMN_Pemanggilan RUPS_31888215_lamp2.pdf
RUPS notice Text extracted AMMNSource file signed link, expires in 15 minutes
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Page 1 OCR 0.935
AMMAN ANNN REVISED INVITATION TO THE SHAREHOLDERS FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF PT AMMAN MINERAL INTERNASIONAL TBK The Board of Directors of PT Amman Mineral Internasional Tbk (hereinafter referred to as the "Company"), having its domicile in South Jakarta, hereby inform that the Company has previouslyannounced the invitation for the Annual General Meeting of Shareholders (“AGMS”) of the Company on & May 2025 in connection with the AGMS of the Company that previously planned to be held on Wednesday, 28 May 2025. Referring to Article 19 paragraph (1) of the Financial Services Authority (Otoritas Jasa Keuangan or "OJK") Regulation No. 15/POJK.04/2020 on Plan and Implementation of General Meeting of Shareholders of Public Companies (“OJK Regulation 15/2020”), the Company hereby announce the revised invitation for the AGMS in connection with the inclusion of an additional agenda of the AGMS and changes to the AGMS date and therefore, invite the shareholders of the Company to attend the Company's AGMS which will be held physically with limited attendance and electronically on: Day/Date : Monday/16 June 2025 Time : 1 PM Western Indonesia Time - finished Venue : Financial Hall Jakarta, Graha CIMB Niaga 2"8 Floor, Jalan Jenderal Sudirman Kav. 58, South Jakarta AGMS : Physical AGMS with limited attendance and electronic AGMS with Mechanism the eASY.KSEI application (“eASY.KSEI”) The AGMS will be held with the following Agendas: 1. Approval of the Company's annual report for the financial year of 2024 which has been reviewed by the Company's Board of Commissioners, including the ratification of the consolidated financial statements of the Company and its subsidiaries for the financial year which ended on 31 December 2024, which has been audited by public accounting firm of KAP Mirawati Sensi Idris, including a ratification of the Company's Board of Commissioners' supervisory report for the financial year of 2024 as well as granting full release and discharge lacguit et de charge) to all members of the Board of Directors and the Board of Commissioners of the Company for their management and supervisory duty carried out throughout the financial year which ended on 31 December 2024, for so long as those actions are clearly stated under the Company's annual report for the financial year of 2024 and consolidated financial statements of the Company and its subsidiaries for the financial year which ended on 31 December 2024. The Company will provide explanation to the shareholders or their proxies regarding the implementation of the Company's business activities for the financial year which ended on 31 December 2024 and the financial condition of the Company as stipulated in the consolidated financial statements of the Company and its subsidiaries for the financial year which ended on 31 December 2024 in accordance with the provisions of Article 69 paragraph (1) of Law No. 40 of 2007 on the Limited Liability Company as amended from time to time (“Companies Law”) as well as Article 11 paragraph (4) and Article 23 paragraph (5) of the Articles of Association of the Company. Further, in accordance with Article 11 paragraph 5 of the Articles of Association of the Company, the approval of the annual report and ratification of the financial statements by the AGMS means granting full release and discharge (acguit et de charge) to all members of the Board of Directors of the Company for their management duty and the Board of Commissioners of the Company for their supervisory duty carried out throughout the financial year of 2024, so long as those actions are clearly stated under the annual report and financial statements. amman.co.id PT AMMAN MINERAL INTERNASIONAL TBK MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID 1 BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950 T. 4622157994600 F. 462 215296 4136
Page 2 OCR 0.930
AMMAN ANNN 2. Approval on the determination of the use of the Company's net profit for the financial year of 2024. Explanation: This agenda of the AGMS is conducted in order to fulfill the provisions of Article 70 and 71 of the Companies Law and provisions of Article 1! paragraph (4) letter cand Article 24 paragraph (1) of the Articles of Association of the Company in relation to the use of the Company's net profit for the financial year which ended on 31 December 2024. 3. Approval on the appointment of public accountant and/or public accountant office to audit the consolidated financial statements of the Company and its subsidiaries for the financial year which ended on 31 December 2025. This agenda of the AGMS is conducted in order to fulfill the provisions of Article 11 paragraph 4 letter dof the Articles of Association of the Company, Article 68 paragraph (1) letter c of the Companies Law and Article 59 of the Financial Services Authority (Otoritas Jasa Keuangan or “OJK” Regulation No. 15/POJK.04/2020 on Plan and Implementation of General Meeting of Shareholders of Public Companies. 4. Approval for the determination of remuneration (salary/honorarium and other benefits) for the Board of Directors and the Board of Commissioners of the Company for the financial year of 2025. This agenda of the AGMS is conducted in order to fulfill the provisions of Article 96 and 113 of the Companies Law and Article 17 paragraph (15) and Article 20 paragraph (7) of the Articles of Association of the Company related to the determination of salary/honorarium and other benefits for the Board of Directors and Board of Commissioners for the financial year of 2025. 5. Approval for the amendment to the Articles of Association of the Company, namely Article 23 paragraph (6) concerning the obligation to announce the balance sheets and profit/loss report in the newspaper. Explanation: This agenda of the AGMS is conducted in the frawework of adjustments to OJK Regulation No. 14/POJK.04/2022 on the Submission of Periodic Financial Statements of Issuers or Public Companies by removing the obligation to announce balance sheets and profit/loss statements in the newspapers as stipulated in Article 23 paragraph (6) of the Articles of Association of the Company. 6. Approval of the changes to the composition of members of the Board of Directors and the Board of Commissioners of the Company. Explanation: This agenda of the AGMS is proposed with regards to Article 3 and Article 23 of the OJK Regulation No. 33/POJK.04/2014 on Board of Directors and Board of Commissioners of the Issuer or Public Companies and Article 17 paragraph (2) and Article 20 paragraph (2) of the Articles of Association of the Company, whereby the dismissal and/or appointment of the members of the Board of Directors and the Board of Commissioners must be resolved by resolutions of the general meeting of shareholders. amman.co.id Profiles of the proposed candidates will be available on the Company's website asfrom the date of this AGMS invitation. PT AMMAN MINERAL INTERNASIONAL TBK MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID 2 BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950 T. 4622157994600 F. 462 215296 4136
Page 3 OCR 0.924
AMMAN
ANNN
Report on the realization of the use of proceeds from the initial public offering of
the Company.
Explanation:
This agenda of the AGMS is carried out in order to fulfill the provisions in Article &
paragraphs (1) and (2) of OJK Regulation No. 30/POJK.04/2015 on Realization Report on
the Use of Proceeds from a Public Offering, whereby the Company plans to convey the
actual use of proceeds from a public offering that has been realized. This agenda item
does not reguire the approval of the shareholders of the Company.
Notes:
amman.co.id
The Company will not send a separate invitation to each shareholder of the Company,
thus this invitation shall be the official invitation for all Company's shareholders to
attend the AGMS.
The AGMS announcement was published by the Company on 21 April 2025 through
the Indonesia Stock Exchange ("IDX”)'s website, the Company's website and
@ASY.KSEI.
Shareholders who are entitled to attend or be represented at the AGMS are
shareholders of the Company whose names are recorded in the Shareholders
Register of the Company and/or the shareholders of the Company in sub-securities
accounts at PT Kustodian Sentral Efek Indonesia ("KSEI") at the closing day of stock
trading day on IDX or no later than 4 PM Western Indonesia Time on 22 May 2025
("Eligible Shareholders").
The AGMS will be held physically with limited attendance and electronically using
@ASY.KSEI application taking into account OJK Regulation No. 16/POJK.04/2020 on
Implementation of Electronic General Meeting of Shareholders of the Public
Company.
Participation of the Eligible Shareholders in the AGMS may be carried out by the
following mechanism:
a. physically attend the AGMS, provided that the limitation of physical attendance
is up to 100 meeting participants:
b. attend the AGMS electronically through the eASY.KSEI application: or
c. attend the AGMS represented by other parties by granting a power of attorney
electronically through the eASY.KSEI application ora granting power of attorney
in writing.
Physical AGMS attendance procedure
a. The Eligible Shareholders or their proxies are reguired to complete the
registration form in the following link: https://bit.Iy/3ZaSEth (first come first
serve basis, in accordance with the AGMS room capacity up to 100 meeting
participants):
b. The Eligible Shareholders or their proxies who will physically attend the AGMS
shall be reguired to present an email confirmation for the physical attendance
from the Company after completing the registration form as mentioned in point
PT AMMAN MINERAL INTERNASIONAL TBK
MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID 3
BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950 T. 4622157994600 F. 462 215296 4136
Page 4 OCR 0.930
AMMAN
amman.co.id
ANNN
No. 6 letter (a) and submit a copy of their Identity Card or other valid
identification to the registration officer before entering the AGMS room.
The Eligible Shareholders in the form of legal entities must bring with them li)
copies of their Articles of Association: and (ii) copies of deeds of appointment of
the members of the Board of Directors and the Board of Commissioners or their
management thereof that is current and effective in accordance with applicable
regulations.
The Eligible Shareholders whose shares are deposited in KSEI's collective custody
are reguired to present the Written Confirmation for the Meeting (Konfirmasi
Tertulis Untuk Rapat) ("KTUR") to the registration officer before entering the
AGMS room. In the event that the Eligible Shareholders are unable to present the
KTUR, the Eligible Shareholders may still attend the AGMS to the extent their
names are recorded in the Shareholders Register of the Company and they bring
personal identification that can be verified in accordance with applicable
regulations.
Registration of physical attendance at the AGMS and verification of the
supporting documents will be conducted physically by the Company's Share
Registrar namely, PT Datindo Entrycom, and a Notary on the date of the AGMS,
where the verification will start 60 (sixty) minutes before the AGMS begins.
1. Electronic AGMS attendance procedure
a.
Shareholders of the Company who can use the eASY.KSEI application are local
individual and local institutional shareholders whose shares are deposited in
KSEI's collective custody.
The Eligible Shareholders must first be registered in the KSEI's Securities
Ownership Reference facility ("AKSes KSEI”). In the event that the Eligible
Shareholders have not registered, please register through the website
https://akses.ksei.co.id:
The Eligible Shareholders may declare their attendance until no later than 13
June 2025 at 12 PM Western Indonesia Time (“Attendance Declaration
Deadline”) and cast their votes through eASY.KSEI from this invitation date until
the Attendance Declaration Deadline:
For the Eligible Shareholders ortheir proxies below:
i. The Eligible Shareholders who have not made an electronic attendance
declaration until the Attendance Declaration Deadline:
ii. The Eligible Shareholders who have made an electronic attendance
declaration but have not cast votes until the Attendance Declaration
Deadline:
iii. Individual representatives and independent parties who have been
appointed by the Company, namely representatives of PT Datindo Entrycom
as the Company's Securities Administration Bureau (“Share Registrar”) who
have received power of attorney from the Eligible Shareholders, but the
Eligible Shareholders concerned have not yet cast their votes until the
Attendance Declaration Deadline:
iv. KSEI Participant/intermediary (custodian bank or securities company) who
has received power of attorney from the Eligible Shareholders who have
cast their votes through eASY.KSEI,
PT AMMAN MINERAL INTERNASIONAL TBK
MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID
BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950
T. 4622157994600 F. 462 215296 4136
Page 5 OCR 0.930
AMMAN ANNN must register their attendance electronically through eASY.KSEI application on the date of the AGMS until 11 AM Western Indonesia Time. e. The Eligible Shareholders who have declared their attendance or given a power of attorney to the individual representative or independent party and have cast their votes for the AGMS agenda in eASY.KSEI application until the Attendance Declaration Deadline do not need to register their attendance electronically in @ASY.KSEI application: f. Any delay or failure in the electronic registration process for any reason will result in the Eligible Shareholders or their proxies being unable to attend the AGMS electronically, and their shareholdings will not be counted for the attendance guorum. 8. Procedures for granting power of attorney electronically or in writing a. e-Proxy through eASY.KSEI - for the Eligible Shareholders who have registered as AKSes KSEI users, may grant their proxies electronically through eASY.KSEI application by first logging into AKSes KSEI through the website https://akses.ksei.co.id. The period during which the Eligible Shareholders may declare their proxies and votes and/or change their votes for the AGMS agenda, or revoke their proxies electronically is from this AGMS invitation date until no later than the Attendance Declaration Deadline, which is 1 (one) business day before the date of the AGMS: or b. Conventional Power of Attorney - the Eligible Shareholders may grant power of attorney in writing by using the power of attorney form which can be downloaded from the Company's website (www.amman.co.id) and when completed may be submitted tothe Company's Share Registrar namely, PT Datindo Entrycom at Jalan Hayam Wuruk No. 28, 2”8 Floor Central Jakarta - 10120, Tel. (021) 350 8077 Fax. (021) 350 8078 tattn. Mr. Abdul Latif), on any business days from the date of the AGMS invitation until no later than Wednesday, 11 June 2025 until 12 PM Western Indonesia Time, which is 3 (three) business days before the date of the AGMS or proxy of the Eligible Shareholders may submit the original completed power of attorney on the date of the AGMS to the registration officer before entering the AGMS room. c. For the Eligible Shareholders who physically attend by granting a power of attorney, shall apply the provisions that members of the Board of Directors, Board of Commissioners and employees of the Company may act as proxies in the AGMS, but their votes will not be taken into account at the AGMS. d. Only proxies that are validated as proxy of the Eligible Shareholders that are able to physicallyattend with apower of attorney at the AGMS and will be counted for the attendance guorum and the voting guorum. amman.co.id Verification will be conducted physically by Company's Share Registrar namely, PT Datindo Entrycom, and a Notary before entering the AGMS room. Therefore, the appointed proxy through conventional power of attorney, either from the individual Eligible Shareholders or the Eligible Shareholders in the form of legal entities must bring the original power of attorney along with its supporting documents to the venue where the AGMS is held. 9. Witnessing the AGMS a. The Eligible Shareholders or their proxies who have been registered to attend electronically in eASY.KSEI no later than the Attendance Declaration Deadline can PT AMMAN MINERAL INTERNASIONAL TBK MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID 5 BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950 T. 4622157994600 F. 462 215296 4136
Page 6 OCR 0.913
AMMAN ANNN witness the AGMS through Zoom Webinar by accessing eASY.KSEI menu, GMS Video Streaming (Tayangan RUPS) submenu on the website https://akses.ksei.co.id website: b. The AGMS video streaming has the capacity of up to 500 (five hundred) participants, where the participants' attendance will be determined on first come first serve basis. The Eligible Shareholders or their proxies who cannot witness the AGMS through the AGMS video streaming will still be considered valid in attending the AGMS electronically and their share ownership and votes will be counted at the AGMS so long as their attendance and votes have been registered in the eASY.KSEI: c. For the Eligible Shareholders or their proxies who only witness the AGMS through the AGMS video streaming but are not registered to attend electronically in @ASY.KSEI, their attendance will not be considered valid and will not be counted for the attendance guorum and the voting guorum: d. To get the best experience in using the eASY.KSEI and/or AGMS video streaming, Eligible Shareholders or their proxies are advised to use the Mozilla Firefox browser. 10. Guidelines for registration, usage and further explanation of eASY.KSEI can be found on following websites https://easy.ksei.co.id and/or https://akses.ksei.co.id. 11. AGMS materials are available on the Company's website (www.amman.co.id) from the date of this AGMS invitation until the date of the AGMS. 12. In order to facilitate the arrangement and for the order of the AGMS, Eligible Shareholders or their proxies who are physically attend are kindly reguested to be at the AGMS venue no later than 60 (sixty) minutes before the AGMS begins. Jakarta, 23 May 2025 PT Amman Mineral Internasional Tbk Board of Directors amman.co.id PT AMMAN MINERAL INTERNASIONAL TBK MENARA KARYA 6TH LEVEL, JALAN H.R. RASUNA SAID 6 BLOK X-5 KAV. 1-2 JAKARTA, INDONESIA 12950 T. 4622157994600 F. 462 215296 4136
Names mentioned 8 people and organisations named in the text · linked when the evidence is strong
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Financial Services Authority
p.1 ×2
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Mirawati Sensi Idris
p.1
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Indonesia Stock Exchange
p.3
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PT Kustodian Sentral Efek Indonesia
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PT Datindo Entrycom
p.4 ×4
unresolved
person
Abdul Latif
p.5
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