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20240712_YELO_Ringkasan Risalah//Risalah RUPS_31683347_lamp1.pdf
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SUMMARY OF MINUTES
SECOND ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT YELOOO INTEGRA DATANET Tbk
Sincerely,
Hereby, the Summary of the Minutes of the Second Annual General Meeting of
Shareholders (the "Meeting") of PT YELOOO INTEGRA DATANET Tbk., domiciled in
Central Jakarta (the "Company"), which has been held on Thursday, July 11, 2024, at
Axa Tower 28th Floor, Jl. Prof. Dr. Satrio Kav. 18, Karet Kuningan, Setiabudi, South
Jakarta – 12940.
The meeting opened at 10.55 WIB and closed at 11.33 WIB.
1. The agenda of the meeting is as follows :
1. The approval of the Company's Annual Report includes the Company's
Activity Report, the Report on the Supervisory Duties of the Board of
Commissioners and the Ratification of the Company's Financial Statements
for the financial year ended December 31, 2023.
2. Approval of the use of the Company's Profit for the financial year ended
December 31, 2023.
3. Appointment of a Public Accounting Firm to audit the Company's Financial
Statements for the financial year 2024.
4. Determination of salary or honorarium and other allowances for the
Company's Board of Directors and Board of Commissioners for the 2024
Financial Year.
5. Changes in the composition of the Board of Directors and/or the Board of
Commissioners of the Company.
B. The meeting was attended by members of the Board of Directors as
follows :
1. MR. Wewy Suwanto President Director
2. MR. Sunil Ramesh Tolani Director
C. Quorum of Shareholders.
The Meeting was attended by the shareholders and/or their proxies who were
present and/or represented either through eASY.KSEI or physically present at the
Meeting as many as 722,420,998 shares which is 37.768% of the
1,912,774,405 shares which is the total number of shares that have been issued
or issued by the Company up to the date of the Meeting, therefore the provisions
regarding the quorum of the Meeting as stipulated in Article 22 paragraph 2.1
letter (b) of the Company's Articles of Association and Article 41 paragraph 1
letter (b) Financial Services Authority Regulation No.15/POJK.04/2020 ("POJK
No.15/2020"), has been fulfilled.
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D. Question and Answer Opportunity.
Shareholders and/or their proxies who are physically present at the Meeting or
electronically through the eASY.KSEI application are given the opportunity to
submit questions, opinions, proposals and/or suggestions related to the agenda
of the Meeting discussed.
With a mechanism for shareholders and/or their proxies who are physically
present at the Meeting by raising their hands and submitting a question form,
while for shareholders and/or their proxies who are present electronically by
writing in the "Electronic Opinions" chat feature.
No shareholders who are present electronically at the Meeting ask questions
and/or opinions on the Meeting Agenda.
E. Decision-making mechanism.
The decision-making mechanism is carried out orally by asking shareholders
and/or their proxies who are physically present at the Meeting to raise their hands
for those who vote against and abstain, those who vote in favor are not asked to
raise their hands.
Shareholders and/or their proxies who are present electronically can cast their
votes through the E-Meeting Hall Screen on the eASY.KSEI application.
Abstention votes are considered to have issued the same vote as the majority of
shareholders who voted.
F. Meeting Decisions.
The results of decision-making carried out through voting are as follows:
First Meeting Agenda
- Votes present : 722,420,998 shares
- Vote Against : 339,600 shares
- Abstain Vote : - Share
- Total Votes APPROVED : 722,081,398 shares
or represent 99.95% of the total votes present in the Meeting;
Thus the meeting with the most votes decided:
1. Accepted and approved the Company's Annual Report for the financial
year ended December 31, 2023, including the Report of the Board of
Directors and the Report on Supervisory Duties of the Board of
Commissioners of the Company during the financial year 2023.
2. Approve and ratify the Company's Financial Statements for the Financial
Year 2023 which have been audited by Morhan & Partners Accounting
Firm in accordance with its Report Number 00160/2.0961/AU.1/05/0628-
3/1/IV/2024
dated April 30, 2024 with a reasonable opinion, and provide acquit et
decharge to all Directors and Board of Commissioners for the Company's
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management and supervisory actions that have been carried out during
the Fiscal Year 2023, as long as they are not criminal acts or violate the
applicable legal provisions and procedures and are recorded in the
Company's financial statements and do not conflict with laws and
regulations.
Second Meeting Agenda
- Votes Present : 722,420,998 shares
- Vote Disagree : 339,600 shares
- Abstain Vote : - Share
- Total Votes APPROVED : 722,081,398 shares
or represent 99.95% of the total votes present in the Meeting;
Thus the meeting with the most votes decided:
Approved the Company's policy of not distributing dividends to
shareholders for the 2023 financial year.
Third Meeting Agenda
No shareholders and/or proxies of shareholders who voted against or abstained,
thus the Meeting deliberated to reach a consensus, decides:
Approved to delegate authority to the Board of Commissioners of the
Company to appoint a Public Accounting Firm registered with the OJK to
audit the Company's books for the financial year 2024 and to authorize
the Board of Commissioners of the Company to determine the criteria for
a Public Accounting Firm to audit the Company's financial statements for
the financial year 2024 in accordance with applicable regulations, as well
as to authorize the Board of Directors of the Company to determine
honorariums and other requirements for the Public Accounting Firm.
Agenda of the Fourth Meeting
- Votes Present : 722,420,998 shares
- Vote Disagree : 339,600 shares
- Abstaining votes : 48,900 shares
- Total Votes APPROVED : 722,081,398 shares
or represent 99.95% of the total votes present in the Meeting;
Thus the meeting with the most votes decided:
Approve the granting of authority to the Board of Commissioners of the
Company to determine honorariums, allowances and other facilities for
members of the Board of Commissioners of the Company, as well as
salaries, allowances and other facilities for members of the Board of
Directors of the Company, taking into account the recommendations of
the Nomination and Remuneration Committee of the Company.
Agenda of the Fifth Meeting
- Votes Present : 722,420,998 shares
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- Vote Disagree : - Shares
- Abstaining votes : 48,900 shares
- Total Votes APPROVED : 722,420,998 shares
or represent 100% of the total votes present in the Meeting;
Thus the Meeting unanimously decided:
1. Approve and certify the resignation:
- Mr. Sunil Ramesh Tolani from his position as Director
Company;
- Mr. Andi Lasinrang Bharata from his position as Director
Company; and
- Mr. Fadzri Sentosa from his position as President Commissioner
Company;
from the date of closing this Meeting with gratitude for his contributions and
thoughts during his tenure and providing full discharge and discharge of
responsibility (acquit et decharge) for management and supervisory actions
that have been carried out from January 1, 2024 until the date of the closing
of this Meeting, as long as reflected in the Company's financial statements.
2. Ratifying all management actions that have been carried out by Mr. Wewy
Suwanto as the President Director of the Company whose term of office has
ended on July 18, 2023 until the closing date of this Meeting.
3. Ratifying all management actions that have been carried out by Mr. Wewy
Suwanto as the President Director of the Company whose term of office has
ended on July 18, 2023 until the closing date of this Meeting.
BOARD OF DIRECTORS
- President Director Mr. WEWY SUWANTO
- Director of Mrs. IRA BUDIARTI
BOARD OF COMMISSIONERS
- President Commissioner Mr. SUNIL RAMESH TOLANI
- Independent Commissioner Mr. RICHY SYAHPUTRA FANI
4. Grant power and authority with substitution rights to the Board of
Directors The Company to take all necessary actions in connection with
the change in the composition of the Board of Directors and the Board of
Commissioners of the Company without any exemption in accordance with
the applicable laws and regulations.
Thus the summary of the minutes of this Meeting is made as presented in the Meeting.
Jakarta, July 12, 2024
PT YELOOO INTEGRA DATANET Tbk
Board of Directors
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Names mentioned 10 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Sunil Ramesh Tolani
· President Commissioner
p.1 ×7
unresolved
org
Financial Services Authority
p.1
unresolved
org
Morhan & Partners
p.2
unresolved
person
Andi Lasinrang Bharata
p.4 ×2
unresolved
person
IRA BUDIARTI
p.4
unresolved
person
RICHY SYAHPUTRA FANI
· Commissioner
p.4 ×2
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