Skip to content
Back to announcement

20240704_GGRP_Pemanggilan RUPS_31679402_lamp2.pdf

RUPS notice Text extracted GGRP

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 5

Page 1
                   Notice of the Extraordinary General Meeting of Shareholders
                                    PT GUNUNG RAJA PAKSI Tbk


The Board of Directors of PT GUNUNG RAJA PAKSI Tbk, domiciled in Bekasi Regency (the
“Company”), hereby invites the Company’s shareholders to attend the Extraordinary General Meeting
of Shareholders (“Meeting”), which will be held on:

   Day/Date           :   Friday, July 26th, 2024;
   Time               :   10:00 WIB to 11:30 WIB;
   Venue              :   Company Office
                          Jl. Perjuangan No. 15, Kampung Tangsi RT. 006 RW. 007, Desa Sukadanau,
                          Kecamatan Cikarang Barat, Kabupaten Bekasi 17530.
The agenda of the Meeting is as follows:
1. Approval of the plan to reduce the company's authorized, issued, and paid-up capital by reducing the
   nominal value of the company's shares.
   Explanation:
   The Company plans to reduce its authorized capital, issued capital, and paid-up capital by reducing
   the nominal value of shares equally for all shares ("Capital Reduction Plan") as regulated in and
   following the provisions of Articles 44, 45, 46, and 47 of the Law. No. 40 of 2007 concerning Limited
   Liability Companies as last amended by Government Regulation in Lieu of Law no. 2 of 2022
   concerning Job Creation as stipulated into law based on Law no. 6 of 2023 concerning Stipulation of
   Government Regulations in Lieu of Law no. 2 of 2022 concerning Job Creation becomes Law
   ("UUPT"). The reduction in the nominal value of shares in the Capital Reduction Plan will amount to
   IDR 360 per share so that the nominal value of shares which was originally IDR 500 per share
   changes to IDR 140 per share. The deviation between the nominal value of the old Company shares
   and the nominal value of the new company shares will be returned to all Company shareholders.
   Thus, there is a change in the Company's capital structure as shown in the table below:
                                 Authorized Capital           Issued Capital           Paid-Up Capital
    Capital Structure
    before the Capital        Rp 16.900.000.000.000      Rp 6.055.688.078.500      Rp 6.055.688.078.500
    Reduction Plan
    Capital Structure
    after Capital              Rp 1.703.520.000.000       Rp 425.880.000.000        Rp 425.880.000.000
    Reduction Plan

2. Approval of changes to the provisions of the Company's Articles of Association in connection with
   changes to the Company's capital structure, and the granting of power and authority to the Company's
   Board of Directors with rights of substitution to take all necessary actions in connection with or in the
   framework of implementing all decisions taken at the EGMS, including but not limited to in making or
   requesting all necessary deeds, letters and documents to be made, appearing before authorized
   parties/officials including notaries, appointing third parties required within the plan to reduce the
   authorized capital, issued and paid-up capital of the Company by reducing the nominal value of the
   Company's shares, as well as to submit an application to the authorized party/official to obtain
   approval or report the matter to the authorized party/official and register it in the company register as
   intended in the applicable laws and regulations. .
Page 2
     Explanation:

     In the event that the Capital Reduction Plan is approved by the Shareholders, where there will be
     changes to the Company's capital structure, then based on the provisions of Article 46 of UUPT, the
     Company needs to make adjustments to the provisions of the Company's articles of association,
     where changes to the Company's articles of association must obtain approval from the Minister of
     Law and Human rights. In connection with the process of changing the Company's articles of
     association, it is necessary to grant authority to the Company's Board of Directors to take the
     necessary actions to implement changes to the Company's articles of association. Granting power
     and authority to the Company's Board of Directors to implement EGMS decisions including
     implementing changes to the articles of association and other related documents.

3. Approval of Change of Company's Full Address

      Explanation:
     The company plans to change the company's full address, which was originally located at Jalan
     Perjuangan Number 8, Kampung Tangsi, RT 004, RW 006, Sukadanau Village, West Cikarang
     District, Bekasi Regency 17530, to Jalan Perjuangan Number 15, Kampung Tangsi, RT 006, RW
     007, Sukadanau Village, West Cikarang District, Bekasi Regency 17530 as regulated in and
     following the provisions of Article 17 of Law no. 40 of 2007 concerning Limited Liability Companies
     that, the Company has its domicile in a city or district within the territory of the Republic of Indonesia
     which is determined in the articles of association as the Company's head office. In this case, the
     Company needs to submit approval from Shareholders as the basis for changing the Company's
     complete address to the latest and then report the changes to the relevant authorities and government
     agencies.
.

Note:
1.    The Company does not send a specific invitation to shareholders, since this Notice is valid as an
      official invitation. This Notice can also be accessed on the Company’s website at
      https://www.gunungrajapaksi.com and the application of eASY.KSEI.
2.    Shareholders who are entitled to attend the Meeting are those whose names are listed in the
      Company’s Register of Shareholders at the closing of Stock Exchange trading hours on July 03,
      2024.
3.    Participation of the Shareholders in the Meeting can be done with the following mechanism::
      a. physically attend the Meeting; or
      b. attend the Meeting electronically through the application of eASY.KSEI.
4.    Shareholders who can attend electronically as mentioned in point 4 letter b, are local individual
      shareholders whose shares are held in KSEI’s collective custody.
5.    To use the eASY.KSEI application, shareholders can access the eASY.KSEI menu, Login
      eASY.KSEI submenu, located in the facility of AKSes (https://akses.ksei.co.id/).
6.    Prior to determining their participation in the Meeting, shareholders are required to read the terms
      conveyed in this Notice, and other stipulations related to the Meeting based on the authority
      determined by the Board of Directors of the Company.. Other terms can be seen through the
      attached document on the ‘Meeting Info’ feature on the eASY.KSEI application and/or the Meeting
      Notice posted on the websites and the Company has the right to determine other terms in relation
      to the participation of shareholders or their representatives who will physically attend the Meeting.
7.    Shareholders who will attend the Meeting physically the Meeting or shareholders who will exercise
      their voting rights through the eASY.KSEI application, must inform their attendance or appoint their
      representatives, and/or submit their votes through the eASY.KSEI application.
8.    Materials related to the Meeting agenda are available on the Company's website and at the
      Company's office from the date of the Invitation on July 4, 2024, until the Meeting is held on July
      25, 2024, according to the Company information above.
9.    The deadline for declaring attendance or appointing representatives and submitting votes through
      the eASY.KSEI application is on 12:00 pm Western Indonesian Time (WIB) 1 (one) business day
      before the date of the Meeting’
Page 3
10. Prior to entering the Meeting room, all shareholders or their representatives who attend physically
    in the meeting are required to fill in the attendance by showing original proof of identity.
11. The Meeting will be held as efficiently as possible without reducing the validity of the Meeting in
    accordance with the provisions of POJK 15/2020. The Shareholders who are unable to attend the
    Meeting and will give power of attorney to attend the Meeting (non-electronically), the power of
    attorney to attend the Meeting is granted with the following conditions:
    a. The format of the power of attorney can be downloaded on the Company's website as of
        the date of the Notice of the Meeting and the power of attorney must be filled in according to the
        instructions stipulated therein and submitted to the Board of Directors of the Company through
        PT ADIMITRA JASA KORPORA as the Company's Securities Administration Bureau (“BAE”),
        no later than before 16:00 Western Indonesia Time, May 1, 2024, which is 1 (one) business days
        before the Meeting is held;
    b. For the Company’s shareholders who sign the power of attorney abroad, the pertaining power of
        attorney must be legalized by the Indonesian Embassy/Consulate General of the Republic of
        Indonesia in the local country.
12. For Shareholders (individual/legal entity)/Proxies who are physically attending, are requested to
    bring the following documents:
    a. For        Individual      Stakeholders,     a     copy     of   valid   personal      identification
        (Residential Identity Card/KTP or passport);
    b. For Legal Entity Shareholder, copy of its articles of association and any amendments
        thereto, together with the latest composition of the management, and Single Business Number
        (NIB)/Tax Identification Number (NPWP);
    c. For Proxy, a valid power of attorney is enclosed with a copy of respective identification
        documents of the authorizer and the attorney.
13. For Shareholders who will attend or authorize a representative to attend the Meeting electronically
    through the eASY.KSEI applications are required to pay attention to the following:
    a. Registration Process:
        i. Local individual shareholders who have not provided their attendance declaration before the
             deadline mentioned in point 9 and wish to attend the Meeting electronically are required to
             register their attendance through the eASY.KSEI application from the date of the Meeting
             until the time that the Company ends the Meeting's electronic registration;
        ii. Local individual shareholders who have provided their attendance declaration but have not
             submitted their vote on a minimum of 1 (one) of the Meeting agendas through the eASY.KSEI
             application before the deadline mentioned in point 9 and wish to attend the Meeting
             electronically, are required to register their attendance through the eASY.KSEI application
             from the date of the Meeting until the time that the Company ends the Meeting's electronic
             registration;
        iii. Shareholders who have authorized the Company’s Independent Representative or an
             Individual Representative but have not submitted their vote on a minimum of 1 (one) of the
             Meeting agendas through the eASY.KSEI application before the deadline mentioned in point
             9 and wish to attend the Meeting electronically are required to register their attendance
             through the eASY.KSEI application during the date of the Meeting until the time that the
             Company ends the Meeting's electronic registration;
        iv. Shareholders who have authorized an Intermediary Participant Representative (Custodian
             Bank or Securities Company) and have submitted their vote through the eASY.KSEI
             applications before the deadline mentioned in point 9 are required to request their registered
             representatives in the eASY.KSEI to register their attendance through the eASY.KSEI during
             the date of the Meeting until the time that the Company ends the Meeting's electronic
             registration;
        v. Shareholders who have submitted their attendance declaration or authorized a Company-
             appointed Independent Representative or Individual Representative and have provided their
             votes for a minimum of 1 (one) of the Meeting agendas through the eASY.KSEI applications
             before the deadline mentioned in point 9 do not need to electronically register their
             attendance through the eASY.KSEI application on the Meeting’s date. Shares’ ownership will
             be automatically calculated as an attendance quorum and submitted votes will be
             automatically counted during the Meeting’s voting process;
        vi. Lateness or electronic registration failures, as mentioned in points number i - iv, for whatever
             reason that cause shareholders or their representatives to not be able to electronically attend
             the Meeting, will prevent their shares from being counted as a quorum for the Meeting;
Page 4
 b. Electronic Statements or Opinions Submission Process:
    i. Shareholders or their representatives have 3 (three) opportunities to submit their questions
         and/or opinions at each discussion session per the agenda of the Meeting. Questions and/or
         opinions on each of the Meeting agendas can be submitted in writing by the Shareholders or
         their representatives through the chat feature in the ‘Electronic Opinions’ made available in
         the E-Meeting Hall screen of the eASY.KSEI application Questions and/or opinions can be
         given as long as the Meeting’s status in the ‘General Meeting Flow Text’ status is written as
         “Discussion started for agenda item no. [ ]”;
    ii. Determination of the mechanism for conducting discussions per agenda of the Meeting in
         writing through the E-Meeting Hall screen in the eASY.KSEI application is the authority of the
         Company and will be stated by the Company in the Company’s Meeting Guidelines through
         the eASY.KSEI;
    iii. For shareholders’ representatives who electronically attend the Meeting and will submit a
         question and/or opinion during a discussion session of one of the Meeting agendas are
         required to write down the name of the shareholder and amount of shares they represent
         followed by their related questions and/or opinions;
 c. Voting Process:
    i. The voting process electronically will be held through the E-Meeting Hall menu, and Live
         Broadcasting submenu of the eASY.KSEI;
    ii. Shareholders or their representatives who have not submitted their votes on the particular
         Meeting agenda, as mentioned in point 13 letter a. number i - iii, are given an opportunity to
         submit their votes as the Company opens the voting period in the E-Meeting Hall screen of
         the eASY.KSEI. After the electronic voting period for one of the Meeting agendas is started,
         the system will automatically count down the voting time by a maximum of 5 (5) minutes.
         During the electronic voting time, a “Voting for Agenda item no [ ] has started” status would
         be displayed in the ‘General Meeting Flow Text’ column. Shareholders or their
         representatives who have not submitted their votes during a specific Meeting agenda after
         the ‘General Meeting Flow Text’ column’s status has changed to “Voting for Agenda item no
         [ ] has ended” will be considered to give an Abstain vote for the related Meeting agenda;
    iii. The voting time in the electronic voting process is a standardized time set by the eASY.KSEI.
         The voting time for each of the Meeting agendas (with a maximum of five minutes per Meeting
         agenda) and include them in the Meeting’s Guidelines through the eASY.KSEI;
 d. Live Broadcast of the Meeting:
    i. Shareholders or their representatives who have registered in the eASY.KSEI no later than
         the deadline mentioned in point 9 can watch the ongoing Meeting live via Zoom in webinar
         format by accessing the eASY.KSEI menu, submenu Tayangan RUPS in the AKSes facility
         (https://akses.ksei.co.id/);
    ii. Tayangan RUPS has a capacity of up to 500 participants and the attendance of each
         participant will be determined on a first come first serve basis. Shareholders or their
         representatives who could not be accommodated in the Meeting’s broadcast are still
         considered to have electronically attended the Meeting and their share ownerships and votes
         are still counted, as long as they have registered through the eASY.KSEI, as specified above
         in point 13 letter a number i - v;
    iii. Shareholders or their representatives who only watch the Meeting through Tayangan RUPS
         but were not electronically registered as participants in the eASY.KSEI, as specified above
         in point 13 letters a number i - v, will not be considered as a legal participant and are not
         counted as part of the Meeting’s quorum;
    iv. Shareholders or their representatives who watch the Meeting through Tayangan RUPS can
         use the raise hand feature to submit questions and/or opinions during the discussion sessions
         for each of the Meeting agendas. Shareholders or their representatives can directly ask
         questions or voice their opinions if the Company has allowed and activated the allow to talk
         feature. Mechanisms for discussion on each of the Meeting agendas, including the use of the
         allow to talk feature in Tayangan RUPS are determined by the Company and included in the
         Meeting's Guidelines through the eASY.KSEI;
    V. To get the best experience in using the eASY.KSEI and/or Tayangan RUPS, Shareholders,
         or their representatives are encouraged to use the Mozilla Firefox browser.
14. In accordance with the provisions of Article 14 Paragraph (13) and Paragraph (14) Article
    Association of the Company and Article 48 POJK No. 15/2020, the Shareholders of the Company
Page 5
   are not entitled to grant power of attorney to more than one proxy for a portion of the total shares
   they own with a different vote, except:
a. Custodian Bank or Securities Company as Custodian representing its clients who own the shares
   of the Company
b. Investment Managers who represent the interests of the Mutual Funds they manage.


                                 Bekasi Regency, July 4, 2024
                                      Board of Directors
                               PT GUNUNG RAJA PAKSI Tbk

File

File Open PDF
Source IDX
Size0.12 MB
Published4 Jul 2024
Pages5
Characters18,614
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 3 people and organisations named in the text · linked when the evidence is strong

linked org GUNUNG RAJA PAKSI Tbk p.1 ×8
unresolved org Minister of Law and Human p.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.

↑↓ select ↵ open ⇧↵ see every result