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20250522_BOAT_Pemanggilan RUPS_31888323_lamp2.pdf

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Page 1
                                     INVITATION
               OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS FOR AND
                   EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
                           PT NEWPORT MARINE SERVICES Tbk

The Board of Directors of PT Newport Marine Services Tbk (the Company) hereby invites shareholders
to attend the Annual General Meeting of Shareholders for the 2024 Financial Year (“AGMS”) and the
Extraordinary General Meeting of Shareholders (“EGMS”) hereinafter referred to as the "Meeting" which
will be held on:

    Day/Date            : Friday, June 13th 2025
    Waktu               : 15.00 WIB– Finished
    Tempat              : Premier Lounge, Prosperity Tower, Level 11, SCBD, District 8. Jl. Jend.
                          Sudirman Kav. 52-53, Senayan

Agenda of the AGMS:
1. Approval of the Board of Directors’ Report and the Supervisory Report of the Board of
   Commissioners on the company’s business operations for the financial year ended December 31,
   2024.
2. Determination of the Use of the Company’s Net Profit for the 2024 Fiscal Year.
3. Appointment of a public accountant and/or public accounting firm to audit the company’s financial
   statements for the financial year 2025, including the determination of the honorarium and other
   terms.
4. Report and accountability on the realization of the use of proceeds from the public offering.

Agenda of the EGMS :
1. Approval of the Change of the Company’s Registered Office Address

Explanation of the AGMS Agenda Items:
 1. Approval of the Board of Directors and Board of Commissioners Reports
    In a ccordance with Article 69, paragraph (1), of Law No. 40 of 2007 concerning Limited Liability
    Companies (“Company Law”), in conjunction with Article 19, paragraph (3), points a and b, of the
    Company’s Articles of Association, the Company’s Annual Report must be approved at the AGMS.

2. Determination of the Use of the Company’s Net Profit for the 2024 Fiscal Year
   Based on Article 71, paragraph (1), of the Company Law in conjunction with Article 19, paragraph
   (3), point c, of the Articles of Association, the appropriation of net profit shall be determined at the
   AGMS.

3. Appointment of a public accountant and/or public accounting firm to audit the company’s financial
   statements for the financial year 2025, including the determination of the honorarium and other
   terms.
   Based on Article 59, paragraph (1), of Financial Services Authority Regulation No.
   15/POJK.04/2020 on the Planning and Organization of General Meetings of Shareholders of Public
   Companies, in conjunction with Article 19, paragraph (2), point d, of the Company’s Articles of
   Association, the appointment of a public accountant and/or a public accounting firm to audit the
   financial statements must be approved at the AGMS.

4. Report on the Use of Proceeds from the Public Offering
   Referring to Article 6, paragraphs (1) and (2), of Financial Services Authority Regulation No.
   30/POJK.04/2015 on the Report of Realization of Use of Proceeds from Public Offerings, such
   realization must be included as one of the agenda items of the AGMS.
Page 2
Explanation of the EGMS Agenda Item:
1. Approval of the Change of the Company’s Registered Office Address
   This agenda item is proposed to accommodate the change in the Company's official address
   following a decree issued by the Governor of the Special Capital Region of Jakarta. In connection
   with this decree, the Company intends to update its registered office address in the Ministry of Law
   and Human Rights system to: Thamrin Residences Office Park Unit C.18, Jalan Thamrin
   Boulevard, Kebon Melati Subdistrict, Tanah Abang District, Central Jakarta City, DKI Jakarta
   Province, Postal Code: 10230. Submission of the address change in the AHU System requires
   supporting documentation in the form of an amendment to the Company’s Articles of Association.

Notes:

1.   The Company does not send special invitations to shareholders, because this Invitation serves as
     an official invitation. This Invitation can also be viewed on the Company's website https://nms-
     ina.com/rups/, the Indonesia Stock Exchange website https://idx.co.id/id/perusahaan-
     tercatat/keterbukaan-informasi/ and the eASY.KSEI application.

2.   Materials related to the agenda of the Meeting can be downloaded on the Company's website
     https://nms-ina.com/rups/ and the eASY.KSEI application from the date of the Summons on
     Thursday, May 22, 2025 until the Meeting is held on Friday, June 13, 2025, and the Company does
     not distribute hardcopy Meeting materials on the date of the Meeting, softcopy Meeting
     materials can be downloaded by scanning the barcode provided at the registration desk.

3.   Each shareholder who is entitled to attend the Meeting is a shareholder whose name is
     registered in the Company's Register of Shareholders at the close of Stock Exchange trading hours
     on Wednesday, May 21 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 directly electronically as mentioned in point 4 letter b are local
     individual shareholders whose shares are kept in KSEI's collective custody.

6.   To use the eASY.KSEI application, shareholders can access the eASY.KSEI menu, eASY.KSEI
     Login submenu located in the Access facility (https://akses.ksei.co.id/).

7.   Before determining participation in the Meeting, shareholders must read the provisions conveyed
     through this summons as well as other provisions related to the implementation of the Meeting
     based on the authority determined by each Company. Other provisions can be seen through the
     attachment of the document on the 'Meeting Info' feature on the eASY.KSEI application and/or the
     invitation to the Meeting found on the related Company's website. The Company has the right to
     determine other requirements in connection with the participation of shareholders or their proxies
     who will be physically present at the Meeting.

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 vote in the eASY.KSEI application.
Page 3
9.    The deadline for submitting a declaration of attendance or power of attorney and vote in the
      eASY.KSEI application is 12.00 WIB on 1 (one) working day before the date of the Meeting or June
      12nd, 2025.

10. Before entering the Meeting room, shareholders or their proxies who are physically present at the
    Meeting are required to fill out the attendance register by showing proof of original identity.

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. Mechanism of Shareholders Attendance via e-GMS
      i.   For Shareholders who will attend the Meeting using the e-RUPS and e-Voting modules on
           the eASY.KSEI application, they must register on D-1 of the Meeting or June 12nd, 2025 via
           www.akses.ksei.co.id;
      ii. Shareholders and Attorneys receive e-mail notifications 1 day before the GMS or June 12,
           2025 via webinar;
      iii. Shareholders and Proxy are required to have an account in AKSes to be able to access the
           Meeting link.
      iv. The webinar link can be reached through AKSes Web and AKSes Mobile;
      v. On D-Day or June 13, 2025 Shareholders who will attend the Meeting using the e-RUPS
           and e- Voting modules must carry out electronic self-registration at eASY.KSEI via
           www.akses.ksei.co.id

     b. 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.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 must 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.
Page 4
   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 application on the date of
         the Meeting. Share ownership will be automatically calculated as a 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.

c. 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 on 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. Determination of the mechanism for conducting discussions 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 Meetings
        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 size of their share ownership followed by
        related questions or opinions.

d. 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.
Page 5
e. Live Streaming of Meeting
   i.   Shareholders or their proxies who have been registered in the eASY.KSEI application no
        later than the deadline in point 9 can witness the ongoing Meeting through the Zoom webinar
        by accessing the eASY.KSEI menu, the GMS Impressions submenu located at the AKSes
        facility (https://akses.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 proxies
        who do not have the opportunity to witness the implementation of the Meeting through the
        GMS Impressions are still considered valid to be present 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 Impressions 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 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 22 2025
                            PT NEWPORT MARINE SERVICES Tbk
                                 BOARD OF DIRECTORS

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Names mentioned 4 people and organisations named in the text · linked when the evidence is strong

linked org NEWPORT MARINE SERVICES Tbk p.1 ×8
unresolved org Financial Services Authority p.1 ×2
unresolved org Ministry of Law and Human Rights p.2
unresolved org Indonesia Stock Exchange p.2

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