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20250319_LPPF_Pemanggilan RUPS_31869719_lamp3.pdf
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NOTICE OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT MATAHARI DEPARTMENT STORE TBK (“COMPANY”)
The Board of Directors of the Company hereby invite the Shareholders of the Company to
attend the Annual General Meeting of Shareholders (“Meeting”) of the Company which will be
held on:
Day / Date : Thursday, April 10th, 2025
Time : 10.00 Western Indonesia Time
Venue : Cyber 2 Tower 17th Floor
Jl. H. R. Rasuna Said, Blok X – 5
Jakarta, Indonesia
With the following agendas:
1. Approval and ratification of the Company's Annual Report and Sustainability Report for the
2024 financial year, including the Company's Activity Report, the Board of Commissioners'
Supervisory Report and the Company's Financial Statements for the financial year ending
December 31, 2024 as well as granting full release and discharge of responsibility (acquit et
de charge) to all members of the Board of Directors and Board of Commissioners of the
Company for their management and supervisory actions that have been carried out in the
financial year ending December 31, 2024;
2. Approval of the determination of the plan to use the Company's net income for the 2024
financial year;
3. Appointment of a Public Accountant to conduct an audit of the Company's books for the
2025 financial year and granting authority to the Board of Directors and Board of
Commissioners of the Company to determine the honorarium and other requirements of
the appointment;
4. Determination of salary/honorarium and/or other allowances for members of the Board of
Directors and Board of Commissioners of the Company;
5. Approval for the reduction of the company's issued and paid-up capital; and
6. Approval of buyback of shares that have been issued by the Company.
Explanation to the Meeting agendas:
1. For the 1st to 4th AGMS agenda are routinely held at the Company's AGMS in accordance
with the provisions of the Company's Articles of Association and Law no. 40 of 2007
concerning Limited Liability Companies ("UUPT");
2. For the 5th Agenda of the AGMS, the Company plans to transfer the repurchased shares by
way of a reduction in capital as referred to in Article 21 of the Financial Services Authority
Regulation No. 29 year 2023 concerning Shares Buyback Issued by a Public Company
(“POJK 29/2023”). Reduction of the issued and paid-up capital of the Company will be
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carried out after obtaining approval from the AGMS with reference to the provisions
stipulated in the UUPT; and
3. For the 6th Agenda of the AGMS, the Company plans to buy back the shares that have
been issued by the Company. The repurchase of shares will be carried out with reference
to the provisions stipulated in UUPT, Law no. 8 of 1995 concerning Capital Market, and POJK
29/2023.
Notes:
1. In connection with the execution of the Meeting, the Company will not send separate
invitations to each of the Company's Shareholders, and therefore, this invitation serves as
the official and valid invitation for all of the Company's Shareholders. Additionally, this
Invitation is available on the Company's website https://www.matahari.com/corporate/,
IDX website, and KSEI website.
2. Shareholders entitled to attend the Meeting may: (i) vote at the Meeting electronically
through the eASY.KSEI platform (https://easy.ksei.co.id) or (ii) authorize representative of PT
Sharestar Indonesia, the Company's Share Registrar, who was appointed as an
independent party, either through the e-proxy mechanism provided by KSEI or by
submitting the Power of Attorney form available for download on the Company's website.
Detailed provisions for granting power of attorney are further explained below. Guidelines
for using the eASY.KSEI facility can be accessed via the following link:
https://www.ksei.co.id/data/download-data-and-user-guide.
3. To participate in Meeting electronically, Shareholders can access the website
https://akses.ksei.co.id and follow the procedures and guidelines for using the AKSes.KSEI
facility contained therein.
4. To attend the Meeting physically, the Company urges shareholders to confirm their
physical attendance in advance via email to ir@matahari.com no later than 2 working
days before the Meeting date.
5. Those entitled to attend or be represented by the valid Power of Attorney at the Meeting
are:
a. For shares of the Company that have not been registered in the Collective Custody of
PT Kustodian Sentral Efek Indonesia (“KSEI”), whose names are recorded in the Register
of Shareholders of the Company on March 18th, 2025 at the latest up to 16.00 Western
Indonesia Time (“WIB”) made by PT Sharestar Indonesia as the Company's Securities
Administration Bureau located in Jakarta and having its address at Sopo Del Office
Towers & Lifestyle Tower B, 18th Floor, Jl. Mega Kuningan Barat III, Lot 10. 1-6 Kawasan
Mega Kuningan, Jakarta 12950;
b. For shares of the Company that are in the KSEI Collective Custody or at a Custodian
Bank ("BK") or at a Securities Company ("PE"), only the legitimate account holders
whose names are registered as shareholders of the Company in securities account of
KSEI or BK or PE and in the Register of Shareholders of the Company as on March 18th,
2025 at 16:00 WIB.
6. The submission of the power of attorney to the authorized proxies should include any
questions from shareholders or statements related to the Meeting agenda (if applicable).
7. Meeting Materials can be downloaded directly from the Company's website and eASY.KSEI
platform from the date of this invitation until the date of the Meeting.
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Power of Attorney
Shareholders who will attend, cast their votes and submit questions at the Meeting by granting
power of attorney shall refer to the following provisions:
1. The Company provides 2 (two) types of power of attorney to the Shareholders, namely (i)
Conventional Power of Attorney which can be downloaded through the Company's
website and (ii) through e-Proxy which can be accessed electronically on the platform
eASY.KSEI through (https://easy.ksei.co.id).
a. A conventional Power of Attorney is a form that includes voting instructions and
questions for each agenda item. Shareholders must complete and sign The Power of
Attorney form along with any required supporting documents, and submit them to the
Company no later than April 08th, 2025 at 16.00 WIB via email to ir@matahari.com. The
power of attorney shall be granted to PT Sharestar Indonesia, the Company’s Share
Registrar, as an independent party appointed by the Company. Shareholders are
requested to include their ID cards or other forms of identification with each Power of
Attorney submission.
Information regarding the independent proxy appointed by the Company can be
obtained through the Company's website.
b. The E-Proxy system, accessible through eASY.KSEI is provided by KSEI to enable scripless
shareholders whose shares are held in KSEI Collective Custody to electronically
delegate proxies. The Proxy available at eASY.KSEI is an independent party appointed
by the Company. Power of attorney based on e-proxy can be submitted via the
eASY.KSEI website at the following link (https://easy.ksei.co.id) no later than April 09th,
2025 at 12.00 WIB.
2. Shareholder's Representative or Proxy in the form of legal entities ("Legal Entity
Shareholders") must submit:
a. Photocopy of Legal Entity Shareholders' statutes which are in force at the time the
Meeting is held;
b. Photocopy of the deed of appointment of members of the board of directors that is
valid at the time of the Meeting, along with the evidence of notification and
registration to the relevant authority, including but not limited to notification to the
Minister of the Law and Human Rights of the Republic of Indonesia;
to the Company via email to ir@matahari.com no later than April 08th, 2025 at 16.00 WIB.
3. Only validated Power of Attorneys, confirming the status of the holder as a shareholder of
the Company, enable attendance at the Meeting and count towards the quorum for
decision-making.
Jakarta, March 19th, 2025
PT Matahari Department Store Tbk
Board of Directors
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MATAHARI DEPARTMENT STORE TBK
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H. R. Rasuna Said
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Financial Services Authority
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PT Sharestar Indonesia
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PT Kustodian Sentral Efek Indonesia
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