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20250522_SSIA_Pemanggilan RUPS_31888254_lamp1.pdf
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PT SURYA SEMESTA INTERNUSA Tbk
Domiciled in Jakarta
("The Company")
INVITATION OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of the Company hereby invites the Shareholders of the Company to attend
the Annual General Meeting of Shareholders for the fiscal year ending on December 31, 2024
(hereinafter referred to as the "Meeting") of the Company, which will be held on:
Day/date : Friday, June 13th 2025
Time : 14.00 WIB - Finish
Place : Legian Room, Hotel Gran Melia
H.R. Rasuna Said Street, Kav. X-0
Kuningan, Jakarta 12950
Meeting Mechanism : Accessing through KSEI’s Electronic General
Meeting System (eASY.KSEI) in the link
https://akses.ksei.co.id provided by KSEI
With the Company’s Meeting agenda as follows:
1. Approval and ratification of the Board of Directors' Report on the Company’s business
operation and clerical finance for the fiscal year ended on 31 December 2024, as well as
approval and ratification of the Company's Financial Statements including the Balance Sheet
and Profit/Loss Statement for the fiscal year ended 31 December 2024, which have been
audited by an Independent Public Accountant, and approval of the Company’s Annual Report,
Supervisory Report of the Board of Commissioners of the Company for the fiscal year ended
31 December 2024, as well as granting full release and discharge responsibility (acquit et de
charge) to all members of the Board of Directors and the Board of Commissioners for the
management and supervisory actions which have been carried out in the fiscal year ended 31
December 2024.
Explanation:
This Meeting agenda is related to the Company’s report on the implementation of the Company's
operations and financial condition as stated in the Company's Financial Statements for the fiscal
year ended on 31 December 2024, in accordance with the provisions of Article 13 paragraph (2)
letter a and b and article 27 of the Company’s Articles of Association in conjunction with Article
69 and Article 78 of Law No. 40 of 2007 on Limited Liability Companies, as partially amended
by Law No. 6 of 2023 on the Enactment of Regulation of the Government in Lieu of Law No. 2 of
2022 on Job Creation into Law ("Company Law"). Approval and Ratification of annual
calculation by granting full release and discharge (acquit et de charge) to the members of the
Board of Directors and Board of Commissioners for the management and supervisory actions
performed during the financial year, to the extent such actions are reflected in the Company’s
annual report and financial statement, pursuant with the provisions of Article 13 paragraph 3
of the Company’s Articles of Association.
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2. Approval of the proposed allocation of the Company’s net profit for the financial year ended on 31 December 2024. Explanation: This Meeting Agenda proposes the allocation of net profit for the year ended on 31 December 2024, in accordance with the provisions of Article 13 paragraph 2 letter (c) of the Company’s Articles of Association in conjunction with Article 70 and Article 71 of Company Law. 3. Determination of salaries and allowances for members of the Board of Directors, and the salaries or honorarium and allowances for members of the Board of Commissioners of the Company for the financial year of 2025. Explanation: In accordance with the provisions of Article 21 paragraph 17 and Article 24 paragraph 5 of the Company’s Articles of Association in conjunction with Article 96 and Article 113 of the Company Law, the Company will request approval from the AGMS to authorize the Board of Commissioners of the Company to determine the salaries and allowances for members of the Board of Directors, as well as salaries or honorariums and allowances for members of the Board of Commissioners, upon the proposal from the Nomination and Remuneration Committee for the fiscal year ending on December 31st, 2025. 4. The appointment of an Independent Public Accountant that will audit the Company’s books for the fiscal year ending on 31 December 2025, and the granting of authority to the Board of Commissioners to determine the honorarium and other terms of appointment for such Independent Public Accountant. Explanation: This Meeting agenda seeks approval to authorize the Company’s Board of Commissioners to appoint an Independent Public Accountant to audit the Company’s books for the financial year ending on 31 December 2025, in accordance with the provision of Article 13 paragraph 2 letter (d) of the Company’s Articles of Association, Article 59 of the Financial Services Authority Regulation Number 15/POJK.04/2020 on the Planning and Organization of General Meetings of Shareholders by Publicly Traded Companies and Article 3 paragraph (1) of the Financial Services Authority Regulation Number 9 of 2023 on the Utilization of The Services of Public Accountants and Public Accounting Firms in Financial Service Activities. 5. Changes to and/or reappointment of members of the Board of Directors of the Company. Explanation: This Meeting agenda concerns the approval of changes to and/or reappointment of members of the Board of Directors of the Company, in accordance with the provision of Article 13 paragraph 2 letter (e) of the Company’s Articles of Association.
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Note:
1. The Company does not issue a separate invitation to its Shareholders, given that this
invitation constitutes an official invitation to all Shareholders of the Company in accordance
with the provisions of POJK No. 15/2020. This invitation can be accessed through the
Indonesia Stock Exchange website, eaSY.KSEI and the Company’s website.
2. The Company's Shareholders who are entitled to attend or be represented at the Meeting
are:
a. for shares not in collective custody: the Shareholders of the Company or the proxies of
Shareholders whose names are legally registered in the Register of Shareholders of the
Company on Wednesday, 21 May 2025, until 04.00 pm at PT Sinartama Gunita, the
Company's Securities Administration Bureau which domiciled in Jakarta and having its
address at at Menara Tekno 7th floor Fachrudin Street No. 19, RT 01 / RW 07 Kampung
Bali Ward, Tanah Abang District , Center Jakarta 10250;
b. for shares in collective custody: Shareholders of the Company or the proxies of
Shareholders whose names are registered with the account holder or custodian bank at
PT Kustodian Sentral Efek Indonesia (“KSEI”) on Wednesday, 21 May 2025,
until 04.00 pm.
3. KSEI securities account holders in Collective Custody are required to provide KSEI with the
List of Shareholders of the Company managed by them to obtain Written Confirmation for
the Meeting.
4. The Company urges Shareholders to register electronically and attend the Meeting
electronically through the KSEI application (eASY.KSEI) at the https://akses.ksei.co.id/ link
provided by KSEI. Guidelines for registration, usage and further explanation regarding
eASY.KSEI (e-Proxy and e-voting) can be found at https://akses.ksei.co.id/
5. Shareholders or their proxies who will be attending can provide electronic power of attorney
(e-Proxy) to the Meeting through the eASY.KSEI system, provided that:
a. Shareholders entitled to attend the Meeting may grant proxy electronically (e-Proxy)
through the eASY.KSEI application, with an electronic authorization mechanism through
https://akses.ksei.co.id. Submission of e-Proxy through eASY.KSEI must be completed no
later than 1 (one) business day prior to the date of the Meeting, namely on Thursday, 12
June 2025 at 12.00 WIB.
b. Revocation or modification of the proxy including changes in voting preferences through
e-Proxy must be completed no later than Thursday, 12 June 2025 at 12.00 WIB.
Shareholders using eASY.KSEI may download the user guide at the following link:
(https://www.ksei.co.id/data/download-data-and-user-guide).
c. Shareholders and/or their proxies who are unable to access the eASY.KSEI system, may
exercise their rights by granting proxy (to participate in and vote in each agenda item of
the Meeting) to the Independent Representative appointed by the Company by completing
and signing the Power of Attorney form provided by the Company on the Company's
website at www.suryainternusa.com. The Independent Representative appointed by the
Company is the Company's Securities Administration Bureau, PT Sinartama Gunita.
d. Power of Attorney as referred to in point c, which has been completed and signed, along
with supporting documents, may be sent as a scanned copy via email
(corpsec1@suryainternusa.com). The original Power of Attorney must be sent via
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registered mail to the Company's Security Administration Bureau, PT Sinartama Gunita
located at Menara Tekno 7th Floor, Jl. Fachrudin No. 19 RT 01 / RW 07 Kelurahan Kampung
Bali, Kecamatan Tanah Abang, Jakarta Pusat 10250, no later than 1 (one) business day
before the date of the Meeting, namely on Thursday, 12 June 2025 at 12.00 WIB.
Power of Attorney from Shareholders signed abroad must be legalized by a local Public
Notary and the Indonesian Embassy/Consulate Office.
6. The Company urges the Shareholders or their proxies who will be present to be able to
witness the implementation of 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/), provided that:
a. Shareholders who will attend the Meeting using the e-GMS and e-Voting mechanism on
the eASY.KSEI application, must register themselves no later than H-1 before the Meeting,
which is on Thursday, 12 June 2025 at 12.00 WIB
b. Shareholders and their proxies are required to have an account at KSEI's AKSes facility
to be able to access the Meeting link.
c. Shareholders of the Company or their proxies who only witness the implementation of
the Meeting through the GMS Impression but are not registered to attend electronically
on the eASY.KSEI application, then the presence of the Shareholders or their proxies is
considered invalid and is not included in the calculation of the Meeting attendance
quorum.
7. The Notary, assisted by the BAE, will verify, and count the votes on each agenda of the
Meeting during each decision making process on that agenda, including those votes
submitted by the Shareholders through eASY.KSEI, as well as those submitted to the
Independent Representatives.
8. The Company may make changes and/or additions to the information related to the
procedures for the implementation of the Meeting, which will be further announced on the
Company's website (www.suryainternusa.com).
9. The materials related to the Meeting can be downloaded from the Company's website
(www.suryainternusa.com) and/or eASY.KSEI website (https://easy.ksei.co.id) from the date
of this Invitation until the date of the Meeting was held.
Jakarta, 22nd May 2025
Board of Directors
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Financial Services Authority
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Indonesia Stock Exchange
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PT Kustodian Sentral Efek Indonesia
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