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20250522_SMAR_Pemanggilan RUPS_31888185_lamp3.pdf

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Page 1
                                        SUMMON
                        ANNUAL GENERAL MEETING OF SHAREHOLDERS
                    PT SINAR MAS AGRO RESOURCES AND TECHNOLOGY Tbk
                                      (“COMPANY”)

The Board of Directors of the Company, herewith, invites the shareholders of the Company to attend the
Annual General Meeting of Shareholders (“Meeting”) that will be held on:
Day/Date           : Monday, 16 June 2025
Time               : 09:30 WIB (Western Indonesian Time Zone) until finish
Venue              : Danamas Room, Plaza Sinar Mas Land, Tower 2, 39th Floor
                     Jalan MH. Thamrin No. 51, Central Jakarta 10350

With the following agenda of the Meeting:
1. Approval of the Company’s Annual Report, annual account, and ratification of the supervisory duty report
   of the Company’s Board of Commissioners, as well as granting the full acquittal of responsibility (acquit
   et de charge) to the Company’s Board of Directors and Board of Commissioners for the fiscal year 2024;
2. Enactment and approval of the Company’s profit appropriation for the fiscal year 2024;
3. Approval of the appointment of the members of the Company’s Board of Directors and Board of
   Commissioners for the 2025-2030 term of service;
4. Determination of the salary, honorarium, and allowances of the Company’s Board of Directors and Board
   of Commissioners;
5. Appointment of an Independent Public Accountant to audit the Company’s Financial Statements for the
   fiscal year 2025;
6. Approval of the amendment to the Company's Articles of Association in regards to the addition of the
   Standard Classification of Indonesian Business Fields ("KBLI") for new business activity, with
   presentation of the respective feasibility study;
7. Approval of the amendment to the Company's Articles of Association in regards to the addition of KBLI
   for supporting business activities without changing the Company's main business activities;
8. Approval to confirm the complete address of the Company;
9. Approval on the granting of power and authorities to the Company’s Board of Directors in order to transfer
   the Company’s assets; or to provide the Company’s assets as collateral which constitute more than 50%
   (fifty percent) of the Company’s net assets in 1 (one) or more transactions, either in relation to one
   another or not.

With hereunder explanation:
 All of the above agendas, except for the third, sixth, seventh, eighth, and ninth agendas, are routine
   agendas discussed during the Company’s Annual General Meeting of Shareholders (“GMS”). These
   agendas are in compliance with the provisions of the Articles of Association of the Company and Law
   Number 40 Year 2007 regarding Limited Liability Company (“UUPT”).
 In accordance with the provision of Article 20 verse 2 of the Company’s Articles of Associations, the
   third agenda i.e. approval of the appointment of the members of the Company’s Board of Directors and
   Board of Commissioners shall be resolved in a GMS.
 For the sixth agenda, which is the amendment to the Company’s Articles of Association on Article 3
   regarding the Purpose, Objectives and Business Activity of the Company in order to add the KBLI for
   new business activity. In accordance with the provision of Article 22 of the Financial Services Authority
   Regulation Number 17/POJK.04/2020 regarding Material Transactions and Changes in Business
   Activities, this sixth agenda must obtain GMS approval, which includes the discussion of the related
   feasibility study.
 For the seventh agenda, which is the amendment of the Company’s Articles of Association on Article 3
   regarding the Purpose, Objectives and Business Activity of the Company in order to add the supporting
   KBLI without changing the Company's main business activities.
 Furthermore, for the eighth agenda, which is the confirmation of the Company’s complete address must
   be carried out through a GMS in order to be recorded in the Limited Liability Company Regristry.
 Referring to Article 21 verse 8.4 of the Company’s Articles of Association and Article 102 of UUPT, for
   the ninth agenda, the Board of Directors is obliged to seek approval from the GMS in the case of
   transferring the Company’s assets or providing the Company’s assets as collaterals which constitute
   more than 50% (fifty percent) of the Company’s net assets in 1 (one) or more transactions, either related
   to one another or not. In this case, the transfer or provision of the Company’s assets as collaterals is
   conducted in order to obtain loans and/or financing in the future.
Page 2
Notes:

1. The Company does not send a separate invitation letter to the Company’s shareholders, hence, this
   summon is in accordance with the provision of article 14 verse 1 of the Company’s Articles of
   Association which constitutes an official invitation to the Company’s shareholders. This summon is
   also announced on PT Kustodian Sentral Efek Indonesia (“KSEI”)’s website (www.ksei.co.id),
   eASY.KSEI application (easy.ksei.co.id), the Indonesia Stock Exchange’s website (www.idx.co.id),
   and the Company’s website (www.smart-tbk.com).
2. The shareholders who are entitled to attend or be represented in the Meeting are the Company’s
   shareholders (or their proxies) whose names are legitimately recorded in the Company’s Shareholder
   Register on 22 May 2025 until 16.00 of WIB (Western Indonesian Time Zone).
3. The participating shareholders or their proxies are kindly required to bring and submit copies of the
   Collective Shares Certificate and National Identity Card (KTP) or other valid identifications to the
   Company’s official registrar before entering the Meeting room. The shareholders in the collective
   depository must bring a Written Confirmation for Meeting (KTUR) that can be obtained through a Stock
   Exchange Member or Custodian Bank. The shareholder of the Company which is a limited liability
   company, cooperative, foundation, or pension fund is kindly required to bring a copy of its complete
   articles of association and related amendments.
4. The participating shareholders can also attend the Meeting online through the KSEI Electronic General
   Meeting System (eASY.KSEI) facility provided by KSEI via the following link https://akses.ksei.co.id/
   by registering in advance. The user guide for the shareholder participation in the GMS through
   eASY.KSEI application can be found in the following link: https://akses.ksei.co.id/panduan.
5. The shareholders of the Company who are unable to attend the Meeting, can be represented by their
   proxies with the following power of attorney mechanism alternatives:
   a. Conventional proxy by using a proxy form which can be obtained during business day at the Head
       Office of the Company at Sinar Mas Land Plaza, Tower 2, 28th-30th Floor, Jl. M.H. Thamrin No. 51,
       Central Jakarta 10350 or can be downloaded from the Company’s website: https://www.smart-
       tbk.com/en/investor/informasi-pemegang-saham/rapat-umum-pemegang-saham/. The complete
       and valid proxy form, including the supporting documents, must have been received by the Board
       of Directors of the Company at the Company’s head office, at the latest 3 (three) business days
       prior to the Meeting date at 16.00 WIB (Western Indonesian Time Zone). The members of the
       Board of Directors, the Board of Commissioners, and employees of the Company may act as a
       proxy of the shareholder of the Company in the Meeting, however, the votes cast by such proxies
       will not be computed in the voting. For the shareholders of the Company whose addresses are
       registered overseas, its letter of proxy must be authorised by a public notary or an official of the
       Republic of Indonesia Embassy in the relevant country.
   b. Electronic proxy (e-Proxy) to an Independent Proxy Recipient provided by the Company through
       the KSEI Electronic General Meeting System (eASY.KSEI). This power of attorney shall be
       submitted no later than 1 (one) business day before the date of the Meeting.
6. The materials related to the Meeting’s agenda are available to the Company’s shareholders since the
   date of this summon. Those materials can be downloaded from the Company’s website:
   https://www.smart-tbk.com/en/investor/informasi-pemegang-saham/rapat-umum-pemegang-saham/.
   During the Meeting, the Company will not provide any printed or hardcopy of the materials related to
   the Meeting’s agenda, however the Company will provide a QR Code to access the softcopy of the
   materials.
7. To ensure the order and smooth flow of the Meeting, the Company’s shareholders or their proxies are
   kindly requested to arrive at the Meeting venue 30 minutes prior to the commencement of the Meeting
   and to adhere to the Meeting guidelines throughout the Meeting.



                                   Jakarta, 23 May 2025
                   PT SINAR MAS AGRO RESOURCES AND TECHNOLOGY Tbk
                                   The Board of Directors

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Names mentioned 6 people and organisations named in the text · linked when the evidence is strong

linked org Sinar Mas p.2
unresolved org Financial Services Authority p.1
unresolved org PT Kustodian Sentral Efek Indonesia p.2
unresolved org Indonesia Stock Exchange p.2
unresolved person H. Thamrin p.2

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