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20240930_MAHA_Pemanggilan RUPS_31729969_lamp1.pdf
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EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
INVITATION
PT MANDIRI HERINDO ADIPERKASA Tbk
The Board of Directors of PT Mandiri Herindo Adiperkasa Tbk (“Company”) or Mandiri Services
domiciled in Jakarta hereby invites the Shareholders of the Company to attend the Extraordinary
General Meeting of Shareholders (“Meeting”) which will be held electronically via Electronic
General Meeting System KSEI (“eASY.KSEI”) provided by PT Kustodian Sentral Efek Indonesia
(“KSEI”) on:
Day/Date : Tuesday / 22 October 2024
Time : 15.00 WIB - finished
Place : Mandiri Services, Office Building 8 Floor. 28
Jl. Senopati Raya No. 8B SCBD Lot 28 Kav. 52-53
South Jakarta, 12190
With the following Meeting Agenda:
1. Changes to the Plan for Using Proceeds from the Public Offering of PT Mandiri Herindo
Adiperkasa Tbk in 2023.
2. Approval of the Buyback plan (Buyback) Company Shares.
Explanation of Meeting Agenda
Meeting Agenda 1: Changes to the Plan for Using Proceeds from the Public Offering of PT
Mandiri Herindo Adiperkasa Tbk in 2023.
Based on POJK No. 30/POJK.04/2015, that changes in the use of funds
from the Company's initial public offering must obtain approval from
the results of the Company's General Meeting of Shareholders.
Meeting Agenda 2: Approval of the Buyback plan (Buyback) Company Shares.
Based on the provisions of POJK No. 29 of 2023 concerning "Buy Back
Shares Issued by Public Companies", that Public Companies can buy
back their shares in accordance with the provisions of Article 37 and
Article 39 of Law Number 40 of 2007 concerning Limited Liability
Companies without violating other provisions listed. In article 2
paragraph 3, it is explained that the share buyback as referred to in
paragraph (1) must first obtain approval from the GMS.
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Important Notes:
1. This invitation is an official invitation for Shareholders to attend the meeting, the
Company does not send a separate invitation letter to each shareholder. The Company
also conveyed the invitation to this Meeting via the Indonesian Stock Exchange (IDX)
website, eASY.KSEI and the Company's website.
2. Shareholders who have the right to attend/be represented at the Meeting are the
Company's Shareholders whose names are recorded in the Company's Register of
Shareholders at the close of share trading on the Indonesia Stock Exchange on the
following day. Friday, September 27, 2024 at 16.00 WIB.
3. Shareholders can be represented by other shareholders or other people with a power of
attorney. The Company urges Shareholders to provide power of attorney through the
eASY.KSEI facility provided by KSEl as a mechanism for providing electronic power of
attorney (*e-Proxy") in the process of holding the Meeting. This e-Proxy facility is
available for Shareholders who are entitled to attend the Meeting from the date of the
invitation to the Meeting until 1 (one) working day before the day of the Meeting.
4. Based on the provisions of Article 3 of the Financial Services Authority Regulation
Number 16/POJK.04/2020 concerning the Implementation of Electronic General Meetings
of Shareholders of Public Companies ("POJK 16/2020"), the Company will hold the
Meeting electronically via eASY.KSEl. The Company urges Shareholders who wish to
attend the Meeting to attend the Meeting electronically via eASY.KSEl. To use eASY.KSEI,
Shareholders can access the eASY.KSEI menu, eASY.KSEI Login submenu located in the
AKSes.KSEI facility (https://akses.ksei.co.id/).
5. Meeting agenda materials are available on the Company's website
(https://mha.co.id/investor-relations).
6. Shareholders who exercise their voting rights via the eASY.KSEI application, can submit
their voting choices in the eASY.KSEI application. The deadline for providing a declaration
of presence or proxy and vote in the eASY.KSEI application is 12.00 WIB 1 (one) working
day before the Meeting date. In the event that Shareholders or their proxies cast their
votes via e-Voting in the eASY.KSEI application before the Meeting is held in accordance
with applicable statutory provisions, the Shareholders or their proxies are deemed valid
to attend the Meeting.
7. In accordance with the provisions of Article 41 POJK 15/POJK.04/2020, Agenda Item
Number 1 is valid if more than 1/2 (one-half) of the total number of shares with voting
rights are present or represented. Then, Meeting Agenda Number 2, in accordance with
the provisions of Article 38 of Law Number 40 of 2007 is valid if it is carried out in
accordance with the provisions regarding meeting summons, quorum and approval of the
number of votes for changes to the articles of association as regulated in this law and/ or
articles of association.
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8. Shareholders or their representatives who attend in person are encouraged to wear masks
(if they are in an unhealthy condition) and must always maintain order and cleanliness.
9. The Company does not provide food and souvenirs at the Meeting.
10. Meeting Participants have the right to issue opinions and/or ask questions in the Meeting
Agenda.
11. A question and answer session will be held at the end of each agenda item and will be
opened via chat box for Shareholders who take part in the Meeting via the eASY.KSEI
platform or directly raise their hands for Shareholders who attend on a limited basis.
a. Shareholders or their legal proxies who are physically present are given the
opportunity to ask questions and/or express opinions regarding the Meeting
agenda being discussed, a maximum of 2 (two) questions for each agenda item,
before submitting the proposed decision. Shareholders or their proxies are
expected to state their name, number, shares owned or represented, along with
questions and/or opinions in front of the microphone provided.
b. For questions submitted via the eASY.KSEI platform, the Company will only
provide responses/answers to questions and/or opinions made directly in the
Meeting room and/or via the chat column in the eASY.KSEI system. Q&A feature
(e.g.: raise hand) and chat available on the Zoom webinar will be deactivated so
that questions and/or opinions can only be submitted via the eASY.KSEI system.
12. All decisions taken are based on deliberation to reach consensus. In the event that a
decision based on deliberation to reach a consensus is not reached, the decision is taken
by a majority of the number of votes validly cast at the Meeting with due observance of
existing statutory provisions regarding the attendance quorum and Meeting decision
quorum provisions.
13. Each share entitles its holder to issue 1 (one) vote, when a shareholder has more than one
share, he is asked to vote only once and his vote represents the entire number of shares
he owns.
14. In voting, Shareholders or their Proxies from shares with valid voting rights who are
present at the Meeting but abstain (not voting) are deemed to have cast the same vote as
the majority of Shareholders who cast votes in accordance with Article 13 Paragraph (7) of
the Articles of Association and Article 47 POJK NO. 15/2020.
15. Decision making is carried out through voting taking into account the votes that have
been submitted via e-Proxy via the eASY.KSEI platform.
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16. The eASY.KSEI e-voting guide is available on the Company's website.
17. If there is an emergency situation such that the Company is unable to hold the Meeting
physically, then the Company will hold the Meeting electronically without the presence of
the shareholders by giving prior notification to the Shareholders.
Jakarta, 30 September 2024
PT MANDIRI HERINDO ADIPERKASA Tbk
Company Directors
Names mentioned 4 people and organisations named in the text · linked when the evidence is strong
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PT Kustodian Sentral Efek Indonesia
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Indonesia Stock Exchange
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Financial Services Authority
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