Back to announcement
20260603_MBTO_Pemanggilan RUPS_32096499_lamp2.pdf
RUPS notice Text extracted MBTOSource file signed link, expires in 15 minutes
Extracted text 4
Page 1
NOTICE
ANNUAL GENERAL MEETING OF SHAREHOLDERS
AND
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT MARTINA BERTO TBK
The Board of Directors of PT Martina Berto Tbk (hereinafter referred to as the "Company") hereby invites
the shareholders of the Company to attend the Annual General Meeting of Shareholders ("AGMS")
and the Extraordinary General Meeting of Shareholders ("EGMS") of the Company (the AGMS and
EGMS jointly hereinafter referred to as the "Meeting"), which will be held on:
Day
Day // Date
Date :: Thursday, 25
Thursday, 25June
June2026
2026
Time
Time :: AGMS at 10.00 WIB until
AGMS at 10.00 WIB until completion; EGMS
completion; EGMSat 11.00 WIB until
at 11.00 WIBcompletion or
until completion or
immediately after the AGMS is closed
immediately after the AGMS is closed
Venue : Ruang Griya Cipta Wanita, PT Martina Berto Tbk, Jl. Pulo Kambing II No. 1,
Venue : Ruang Griya Cipta
Pulogadung Wanita,
Industrial PT Martina
Estate, Berto Tbk, Jl. Pulo Kambing II No. 1,
East Jakarta
Pulogadung Industrial Estate, East Jakarta
The Meeting will be held physically and electronically through the Electronic General Meeting System
KSEI ("eASY.KSEI") provided by PT Kustodian Sentral Efek Indonesia ("KSEI"), with due observance
of the prevailing laws and regulations, the Articles of Association of the Company, and the rules of
conduct of the Meeting to be made available to the shareholders.
A. AGENDA OF THE AGMS
1. Approval and ratification of the Annual Report of the Company for the financial year ended on 31
December 2025, including the Company's Activity Report, the Supervisory Duties Report of the Board
of Commissioners, and the Financial Statements of the Company for the financial year ended on 31
December 2025, as well as the granting of full release and discharge of responsibility ( acquit et de
charge) to the Board of Directors for management actions and to the Board of Commissioners for
supervisory actions carried out during the 2025 financial year, to the extent that such actions are
reflected in the Annual Report and Financial Statements of the Company.
2. Determination of the appropriation of the Company's net profit/loss for the financial year ended
on 31 December 2025.
3. Report on the implementation of the Company's Social and Environmental Responsibility.
4. Appointment of a Public Accountant and/or Public Accounting Firm to audit the Financial
Statements of the Company for the financial year ending on 31 December 2026, and the granting of
authority to the Board of Commissioners of the Company to determine the honorarium and other terms
of appointment.
5. Determination of salary, honorarium, and/or other allowances for members of the Board of
Directors and the Board of Commissioners of the Company for the 2026 financial year.
6. Change in the composition of members of the Board of Directors and/or the Board of
Commissioners of the Company.
Explanation of the AGMS Agenda
First Agenda Item
This agenda item is proposed in order to comply with the provisions of the Articles of Association of the
Company and the prevailing laws and regulations concerning the approval of the Annual Report of the
Company, ratification of the Financial Statements of the Company, and the supervisory duties report of
the Board of Commissioners for the financial year ended on 31 December 2025. Under this agenda item,
the Company will also seek shareholders' approval to grant full release and discharge of responsibility
(acquit et de charge) to members of the Board of Directors for management actions and to members of
the Board of Commissioners for supervisory actions, to the extent that such actions are reflected in the
Annual Report and Financial Statements of the Company.
Notice of AGMS and EGMS PT Martina Berto Tbk 2026
Page 2
Second Agenda Item
This agenda item is proposed to determine the appropriation of the Company's net profit/loss for the
financial year ended on 31 December 2025, in accordance with the financial condition of the Company,
the Articles of Association of the Company, and the prevailing laws and regulations.
Third Agenda Item
This agenda item constitutes a report on the implementation of the Company's Social and Environmental
Responsibility as part of the implementation of good corporate governance principles and the Company's
reporting obligations.
Fourth Agenda Item
This agenda item is proposed to appoint a Public Accountant and/or Public Accounting Firm to audit the
Financial Statements of the Company for the financial year ending on 31 December 2026, and to grant
authority to the Board of Commissioners of the Company to determine the honorarium and other terms of
appointment by taking into account the recommendation of the Audit Committee and the applicable
provisions.
Fifth Agenda Item
This agenda item is proposed to determine the salary, honorarium, and/or other allowances for members
of the Board of Directors and the Board of Commissioners of the Company for the 2026 financial year by
taking into account the Articles of Association of the Company, good corporate governance practices, as
well as the condition and capability of the Company.
Sixth Agenda Item
This agenda item is proposed in connection with the proposed change in the composition of members of
the Board of Directors and/or the Board of Commissioners of the Company. The curriculum vitae of the
candidate members of the Board of Directors and/or the Board of Commissioners, if any, will be made
available to the shareholders in accordance with the prevailing laws and regulations.
B. AGENDA OF THE EGMS
1. Approval of the amendment to the Articles of Association of the Company, particularly the
amendment and/or adjustment of Article 3 of the Articles of Association of the Company concerning
the Purpose and Objectives as well as Business Activities of the Company in order to conform with the
Indonesian Standard Industrial Classification Year 2025 ("KBLI 2025"), including the granting of
power and authority to the Board of Directors of the Company, with the right of substitution, to restate
the resolutions of the EGMS in a notarial deed, submit applications for approval and/or notification of
the amendment to the Articles of Association to the competent authorities, and perform all actions
required in connection with the implementation of the resolutions of the EGMS.
Explanation of the EGMS Agenda
The EGMS agenda item is proposed in order to adjust Article 3 of the Articles of Association of the
Company concerning the Purpose and Objectives as well as Business Activities of the Company to KBLI
2025. Such adjustment is made so that the Articles of Association of the Company remain aligned with
the applicable classification of business activities and support the conformity of the Company's data in the
general legal administration system, business licensing system, reporting system, and other related
administration systems.
Under this agenda item, the Company will also seek shareholders' approval to grant power and authority
to the Board of Directors of the Company, with the right of substitution, to state the resolutions of the
EGMS in a notarial deed, submit applications for approval and/or notification of the amendment to the
Articles of Association to the competent authorities, and perform any other actions required for the
implementation of the resolutions of the EGMS.
C. NOTES
1. The Company will not send special invitations to each shareholder. This Notice constitutes an official
invitation to all shareholders of the Company to attend the Meeting.
2. This Notice may be viewed through the Company's website, the website of the Indonesia Stock
Exchange, the website of the e-RUPS provider, and/or the eASY.KSEI application.
3. Materials related to the agenda items of the Meeting, including the Annual Report of the Company,
explanation of the agenda items of the Meeting, rules of conduct of the Meeting, materials on the
amendment to the Articles of Association related to KBLI 2025, and other relevant supporting
documents, are available to shareholders from the date of this Notice until the date of the Meeting
Notice of AGMS and EGMS PT Martina Berto Tbk 2026
Page 3
through the Company's website and/or the eASY.KSEI application, to the extent relevant to the
agenda items of the Meeting and in accordance with the prevailing laws and regulations.
4. Shareholders entitled to attend or be represented by a valid power of attorney at the Meeting are:
a. For shares of the Company that are not held in collective custody: shareholders of the Company or
their proxies whose names are validly recorded in the Register of Shareholders of the Company on
Tuesday, 2 June 2026 up to 16.00 WIB at PT Adimitra Jasa Korpora as the Securities
Administration Bureau of the Company, domiciled in Jakarta and having its address at Kirana
Boutique Office, Jl. Kirana Avenue III Blok F3 No. 5, Kelapa Gading, North Jakarta 14250.
b. For shares of the Company that are held in collective custody: shareholders of the Company or their
proxies whose names are validly recorded with the account holders or custodian banks at KSEI at
the close of trading of shares on the Indonesia Stock Exchange on Tuesday, 2 June 2026 up to
16.00 WIB.
5. Shareholders may participate in the Meeting through the following mechanisms:
a. attending the Meeting physically;
b. attending the Meeting electronically through the eASY.KSEI application;
c. granting electronic power of attorney (e-proxy) through the eASY.KSEI application; or
d. granting conventional power of attorney by using the proxy form provided by the Company.
6. Shareholders who may attend electronically through the eASY.KSEI application are local individual
shareholders whose shares are deposited in collective custody of KSEI, with due observance of the
provisions and mechanisms stipulated by KSEI.
7. To use the eASY.KSEI application, shareholders may access the eASY.KSEI menu on the AKSes
KSEI facility through https://akses.ksei.co.id/. Shareholders are required to read and observe the
terms of use of eASY.KSEI, including other provisions contained in the "Meeting Info" feature on the
eASY.KSEI application and/or the Notice of the Meeting on the Company's website.
8. Shareholders who intend to exercise their voting rights through the eASY.KSEI application may
declare their attendance, appoint their proxies, and/or submit their voting choices into the eASY.KSEI
application from the date of this Notice until no later than 12.00 WIB on 1 (one) business day prior to
the date of the Meeting, namely Wednesday, 24 June 2026.
9. Shareholders who have submitted their attendance declaration, electronic power of attorney, and/or
voting choices through the eASY.KSEI application prior to the Meeting may still amend such
attendance declaration, power of attorney, and/or voting choices to the extent conducted in
accordance with the mechanisms and time limits stipulated by KSEI.
10. In addition to granting electronic power of attorney through eASY.KSEI, shareholders may grant power
of attorney outside the eASY.KSEI application by using the proxy form provided by the Company.
Such power of attorney must have been received by the Company no later than 3 (three) business
days before the date of the Meeting, namely Monday, 22 June 2026, during the business hours of the
Company.
11. Shareholders or their proxies who will attend or grant power of attorney electronically into the Meeting
through the eASY.KSEI application shall observe the following matters:
a. Registration Process: shareholders or their proxies are required to conduct electronic attendance
registration through the eASY.KSEI application in accordance with the time limits and mechanisms
stipulated by KSEI. Any delay or failure in the electronic registration process for any reason may
result in shareholders or their proxies being unable to attend the Meeting electronically, and their
share ownership not being counted as part of the attendance quorum, unless otherwise determined
by the KSEI system or the applicable provisions.
b. Process for Submitting Questions and/or Opinions Electronically: questions and/or opinions
shall be submitted in writing through the feature available in the eASY.KSEI application during the
discussion session of the agenda item of the Meeting, with due observance of the rules of conduct
of the Meeting.
c. Voting Process: shareholders or their proxies who attend electronically and have not submitted
their voting choices prior to the Meeting may cast their votes through the eASY.KSEI application
when the voting session is opened by the Company.
d. GMS Broadcast: shareholders or their proxies who have been registered in accordance with the
eASY.KSEI provisions may view the Meeting through the GMS broadcast facility available in the
eASY.KSEI application, with due observance of the capacity and technical provisions stipulated by
KSEI.
Notice of AGMS and EGMS PT Martina Berto Tbk 2026
Page 4
12. Shareholders or their proxies attending physically are required to complete the attendance list prior to
entering the Meeting room by presenting a valid original identity document and submitting the
following documents:
a. For individual shareholders: a photocopy of identity document in the form of ID card or passport of
the shareholder or proxy, and a photocopy of share certificate and/or collective share certificate in
the event that the shares owned are still in scrip form.
b. For shareholders in the form of legal entities, cooperatives, foundations, pension funds, or other
forms of entities: a photocopy of identity document in the form of ID card or passport of the
authorized management/director or proxy, a photocopy of the articles of association and its
amendments, approval/ratification decrees from the competent authority, deed containing the latest
composition of management valid at the time the Meeting is held, and a photocopy of share
certificate and/or collective share certificate in the event that the shares owned are still in scrip form.
13. For the orderliness of the Meeting, shareholders or their proxies who will attend physically are
respectfully requested to be present at the Meeting venue no later than 30 (thirty) minutes before the
Meeting commences.
14. The Company will not provide food/beverages, souvenirs, the Annual Report of the Company, or
Meeting materials in printed form at the Meeting. Meeting materials will be made available through the
Company's website and/or the eASY.KSEI application.
15. Each share grants its owner the right to cast 1 (one) vote. If a shareholder owns more than 1 (one)
share, the vote cast by such shareholder shall apply to all shares owned, unless otherwise stipulated
in accordance with the applicable provisions.
16. Resolutions of the Meeting shall be adopted based on deliberation to reach consensus. If deliberation
to reach consensus is not achieved, resolutions shall be adopted by voting with due observance of the
Articles of Association of the Company and the prevailing laws and regulations.
17. In the event of any change and/or additional information relating to the procedures for the
implementation of the Meeting, the Company will re-announce such information in accordance with the
prevailing laws and regulations.
18. In the event of any difference in interpretation between the Indonesian version and the foreign
language version of this Notice, the Indonesian version shall prevail.
Jakarta, 3 June 2026
PT MARTINA BERTO TBK
Board of Directors of the Company
Notice of AGMS and EGMS PT Martina Berto Tbk 2026
Names mentioned 6 people and organisations named in the text · linked when the evidence is strong
unresolved
org
PT Martina Estate
p.1
unresolved
org
Berto Tbk
p.1
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.1
unresolved
org
Indonesia Stock Exchange
p.2 ×2
unresolved
org
PT Adimitra Jasa Korpora
p.3
Extraction attempts how the parser did, and what it refused
Nothing structured was extracted from this document — the attempts below say why.
No extraction attempted yet.