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20250421_TUGU_Pemanggilan RUPS_31876635_lamp3.pdf
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EXPLANATION OF THE INVITATION AMENDMENT
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT ASURANSI TUGU PRATAMA INDONESIA TBK DATED 29 APRIL 2025
With consideration to the following provisions:
- Law No. 40 of 2007 dated 16 August 2007 concerning Limited Liability Companies (“Limited
Liability Companies Law”) as further amended by Law No. 6 of 2023; and
- Financial Services Authority Regulation No.15/POJK.04/2020 dated 20 April 2020 regarding the
Planning and Holding of General Meeting of Shareholders of Public Companies (“POJK 15/2020”);
In connection with the plan to hold the Annual General Meeting of Shareholders (“the Meeting”) of
PT Asuransi Tugu Pratama Indonesia Tbk (“Company”) on Tuesday, 29 April 2025, the Company hereby
submits correction to remove agenda items 7 and 8 of the Meeting with the following explanation:
Agenda Item 7
Approval of ratification of the establishment process of sharia insurance subsidiary by the
Company, including but not limited to submitting permits to the competent authorities,
implementing portfolio transfers, preparing separation plans and fulfilling information disclosure
obligations in accordance with applicable laws and regulations.
The establishment of this new subsidiary is in line with Financial Services Authority Regulation Number
11 of 2023 concerning the Separation of Sharia Unit of Insurance Companies and Reinsurance
Companies, as well as the Limited Liability Companies Law.
The Board of Directors will request approval from shareholders to ratify the actions of the Board of
Directors and Board of Commissioners of the Company regarding the process of establishing PT
Asuransi Tugu Syariah as a subsidiary which was carried out in October 2024.
Agenda Item 8
Approval of Amendments to the Company's Articles of Association.
Based on the provisions of the Limited Liability Companies Law and the Company's Articles of
Association, changes related to the term of office of the Board of Directors and Board of
Commissioners, as well as changes to the authority of the Board of Directors and Board of
Commissioners are regulated in the Company's Articles of Association and determined in the GMS.
PT Asuransi Tugu Pratama Indonesia, Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
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Also, the correction to rename the agenda items 3 and 4 of the Meeting as follow:
Previously:
Agenda Item 3
Appointment of the Company’s Public Accountant Firm for 2025 financial year.
To:
Agenda Item 3
Appointment of the Company’s Public Accountant Firm to Auditing Financial Report for 2025
financial year.
Previously:
Agenda Item 4
Determination of tantiem for 2024 financial year to the Board of Directors and the Board of
Commissioners of the Company and remuneration for 2025 financial year for the Board of
Directors, the Board of Commissioners, and Sharia Supervisory Board of the Company.
To:
Agenda Item 4
Determination of performance rewards (Tantiem/Performance Incentive/Special Incentive) for
2024 financial year to the Board of Directors and the Board of Commissioners of the Company and
remuneration for 2025 financial year for the Board of Directors, the Board of Commissioners, and
Sharia Supervisory Board of the Company.
The previous agenda item:
1. Approval of the 2024 financial year Annual Report of the Company, accompanied by granting
of full release and discharge (volledig acquit et de-charge) to the Board of Directors and the
Board of Commissioners of the Company.
2. Determination of the appropriation of the Company’s net profits for 2024 financial year.
3. Appointment of the Company’s Public Accountant Firm for 2025 financial year.
4. Determination of tantiem for 2024 financial year to the Board of Directors and the Board of
Commissioners of the Company and remuneration for 2025 financial year for the Board of
Directors, the Board of Commissioners, and Sharia Supervisory Board of the Company.
5. Approval of the accountability report on the utilization of proceeds from Initial Public Offering.
6. Approval of changes of the utilization of remaining proceeds from the Company's initial public
offering.
PT Asuransi Tugu Pratama Indonesia, Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
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7. Approval of ratification of the establishment process of sharia insurance subsidiary by the
Company, including but not limited to submitting permits to the competent authorities,
implementing portfolio transfers, preparing separation plans and fulfilling information
disclosure obligations in accordance with applicable laws and regulations.
8. Approval of amendments to the Company's Articles of Association.
9. Approval of the changes in the management composition of the Company.
The agenda item after the correction:
1. Approval of the 2024 financial year Annual Report of the Company, accompanied by granting
of full release and discharge (volledig acquit et de-charge) to the Board of Directors and the
Board of Commissioners of the Company.
2. Determination of the appropriation of the Company’s net profits for 2024 financial year.
3. Appointment of the Company’s Public Accountant Firm to Auditing Financial Report for 2025
financial year.
4. Determination of performance rewards (Tantiem/Performance Incentive/Special Incentive) for
2024 financial year to the Board of Directors and the Board of Commissioners of the Company
and remuneration for 2025 financial year for the Board of Directors, the Board of
Commissioners, and Sharia Supervisory Board of the Company.
5. Approval of the accountability report on the utilization of proceeds from Initial Public Offering.
6. Approval of changes of the utilization of remaining proceeds from the Company's initial public
offering.
7. Approval of the changes in the management composition of the Company.
As a result, there is a reduction in the agenda items of the Meeting due to the removal of agenda item
number 7 and 8 from the previous agenda items.
Jakarta, 21 April 2025
PT Asuransi Tugu Pratama Indonesia Tbk
Board of Directors
PT Asuransi Tugu Pratama Indonesia, Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
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Financial Services Authority
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PT Asuransi Tugu Syariah
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