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20240704_KIOS_Pemanggilan RUPS_31679507_lamp2.pdf

RUPS notice Text extracted KIOS

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                             CONVOCATION
            SECOND ANNUAL GENERAL MEETING OF SHAREHOLDERS
                   PT KIOSON KOMERSIAL INDONESIA Tbk
                               ("Company")

The Company's Board of Directors hereby conveys to the Company's shareholders that on June
21, 2024, the Company's Annual General Meeting of Shareholders has been held, and has not
reached the quorum of attendance as stipulated in the Company's Articles of Association and
Financial Services Authority Regulation No. 15/POJK.04/2020 concerning the Plan and
Implementation of the General Meeting of Shareholders of Public Companies.
In this regard, the Board of Directors of the Company hereby summons and invites the
Shareholders of the Company to attend the Second Annual General Meeting of Shareholders
(the "Meeting") which will be held on:
          Day/Date      : Thursday / July 11, 2024
          Hit           : 14.00 WIB until finished
          Venue         : AXA Tower 28th Floor
                          Jl. Prof. Dr. Satrio Kav.18, Karet Kuningan, Setiabudi
                          South Jakarta

With the meeting agenda 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 ending on
             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 Board of
             Directors and Board of Commissioners of the Company for the Financial Year
             2024.
     5.      Report on the Realization of the Use of Funds from the Implementation of Series
             II Warrant Conversion.
     6.      Changes in the composition of the Board of Directors and/or the Board of
             Commissioners of the Company.
Notes:
1.        The Company does not send a special invitation to the Shareholders, because this
          Invitation is valid as an official invitation. This summons can also be seen on the
          https://www.kioson.app/ Company's website , the Indonesia Stock Exchange website
          and the eASY.KSEI application.



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2.    Materials related to the agenda of the Meeting are available at the Company's office
      from the date of the Summons on Thursday, July 4, 2024 until the Meeting is held on
      Thursday , July 11, 2024 according to the Company's information above.
3.    Each Shareholder who is entitled to attend the Meeting is the Shareholders whose names
      are recorded in the Company's Register of Shareholders at the close of trading hours of
      the Stock Exchange on Wednesday, July 3, 2024.
4.    Participation of Shareholders in the Meeting can be carried out by the following
      mechanism:
      a.     If a Public Company holds a physical GMS, the mechanism of the
             Shareholder participation is as follows:
             i. physically attend the Meeting; or
             ii. attend the meeting electronically through the eASY.KSEI application.
      b.     If the Public Company does not hold a physical GMS, the mechanism of the
             Shareholders' participation is to attend the Meeting electronically through the
             eASY.KSEI application.
5.    Shareholders who can be present electronically as mentioned in point 4 letter a.ii and 4
      letter b are local individual shareholders whose shares are kept in KSEI's collective
      custody.
6.    To use the eASY.KSEI application, Shareholders can access the eASY.KSEI menu
      located at the AKSes facility (https://akses.ksei.co.id/)
7.    Before determining participation in the Meeting, the Shareholders are required to read
      the provisions conveyed through this summons and other provisions related to the
      implementation of the Meeting based on the authority determined by each Company.
      Other provisions can be seen through the attachment of documents on the Meeting Info
      feature on the eASY.KSEI application and/or the meeting invitation available on the
      relevant Company's website. The Company reserves the right to determine other
      requirements in connection with the participation of the Shareholders or their proxies
      who will be physically present at the Meeting.
8.    For Shareholders who will exercise their voting rights through the eASY.KSEI
      application, they can inform their presence or appoint their proxies, and/or submit their
      voting preferences to the eASY.KSEI application.
9.    The deadline for providing a declaration of attendance or power of attorney and vote in
      the eASY.KSEI application is at 12.00 WIB on 1 (one) working day before the date
      of the Meeting.
10.   Before entering the Meeting room, the Shareholders or their proxies who are physically
      present at the Meeting are required to fill in the attendance list by showing proof of
      original identity and providing 1 copy of it.
11.   For shareholders who will attend or give power of attorney electronically to the Meeting
      through the eASY.KSEI application, they must pay attention to the following matters:
      a.      Registration Process
              i.      Local individual shareholders who have not provided a declaration of
                      attendance or power of attorney in the eASY.KSEI application until
                      the deadline in point 8 and wish to attend the Meeting electronically
                      are required to register their attendance in the eASY.KSEI application
                      on the date of the Meeting until the electronic registration period of the
                      Meeting is closed by the Company.
              ii.     Local individual shareholders who have made a declaration of
                      attendance but have not given a minimum vote option for 1 (one)
                      agenda item of the Meeting in the eASY.KSEI application until the
                      deadline in point 8 and wish to attend the Meeting electronically are


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             required to register their attendance in the eASY.KSEI application on
             the date of the Meeting until the electronic registration period of the
             Meeting is closed by the Company.
     iii.    Shareholders who have given power of attorney to the proxy provided
             by the Company (Independent Representative) or Individual
             Representative but the shareholder has not given a minimum vote
             option for 1 (one) agenda item of the Meeting in the eASY.KSEI
             application until the deadline in point 8, then the proxy representing
             the shareholders is required to register their attendance in the
             eASY.KSEI application on the date of the Meeting until the electronic
             registration period of the Meeting is closed by the Company.
     iv.     Shareholders who have given proxies to the participant/intermediary
             proxies (Custodian Banks or Securities Companies) and have voted in
             the eASY.KSEI application until the deadline in point 8, then the
             representatives of the proxies who have been registered in the
             eASY.KSEI application are required to register their attendance in the
             eASY.KSEI application on the date of the Meeting until the electronic
             registration period of the Meeting is closed by the Company.
     v.      Shareholders who have made a declaration of attendance or given
             power of attorney to the authorized person provided by the Company
             (Independent Representative) or Individual Representative and have
             given a minimum vote option for 1 (one) or all items of the Meeting in
             the eASY.KSEI application No later than the deadline in point 8, the
             shareholders or proxies do not need to register their attendance
             electronically in the eASY.KSEI application on the date of the
             Meeting. Shareholding will be automatically counted as a quorum of
             attendance and the voting options that have been given will be
             automatically counted in the voting of the Meeting.
     vi.     Delay or failure in the electronic registration process as referred to in
             numbers i - iv for any reason will result in shareholders or their proxies
             not being able to attend the Meeting electronically, and their share
             ownership will not be counted as a quorum to attend the Meeting.

b.   Process of Submitting Questions and/or Opinions Electronically
     i.      Shareholders or proxies have 3 (three) opportunities to submit
             questions and/or opinions at each discussion session per meeting
             agenda. Questions and/or opinions per meeting agenda can be
             submitted in writing by shareholders or proxies by using the chat
             feature in the 'Electronic Opinions' column available on the E-Meeting
             Hall screen on the eASY.KSEI application. Questions and/or
             opinions can be given during the status of the meeting in the 'General
             Meeting Flow Text' column is "Discussion started for agenda item no.
             [ ]".
     ii.     The determination of the mechanism for implementing discussions per
             meeting agenda in writing through the E-Meeting Hall screen on the
             eASY.KSEI application is the authority for each Company and this
             will be stated by the Company in the Rules of Conduct of the Meeting
             through the eASY.KSEI application.
     iii.    For the proxies who are present electronically and will submit their


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             shareholders' questions and/or opinions during the discussion session
             per agenda of the Meeting, they are required to write the names of the
             shareholders and the amount of their share ownership and then follow
             with related questions or opinions.

c.   Voting Process
     i.     The electronic voting process takes place in the eASY.KSEI
            application on the E-Meeting Hall menu, Live Broadcasting sub-
            menu.
     ii.    Shareholders who are present alone or represented by their proxies but
            have not yet voted on the agenda of the Meeting as referred to in point
            10 letter a numbers i – iii, then the shareholders or their proxies have
            the opportunity to submit their voting choices during the voting period
            through the E-Meeting Hall screen on the eASY.KSEI application
            opened by the Company. When the electronic voting period per
            Meeting agenda begins, the system automatically runs the voting time
            by counting down the maximum of 5 (five) minutes. During the
            electronic voting process, the status "Voting for agenda item no [ ] has
            started" will be seen in the 'General Meeting Flow Text' column.
            If the shareholders or their proxies do not vote for a particular agenda
            item until the status of the implementation of the Meeting as seen in
            the 'General Meeting Flow Text' column changes to "Voting for agenda
            item no [ ] has ended", it will be considered as voting Abstain for the
            agenda item of the relevant Meeting.
     iii.   Voting time during the electronic voting process is the standard time
            set on the eASY.KSEI application. Each Company may set a policy
            on the time of direct voting electronically per agenda item in the
            Meeting (with a maximum time of 5 (five) minutes per agenda of the
            Meeting) and will be stated in the Rules of Conduct of the Meeting
            through the eASY.KSEI application.

d.   Witnessing the Implementation of the Meeting at the GMS Broadcast
     i.     Shareholders or their proxies who have been registered in the
            eASY.KSEI application no later than the deadline in point 8 can watch
            the ongoing Meeting through Zoom webinars by accessing the
            eASY.KSEI menu, the GMS Broadcast submenu located at the
            AKSes (https://akses.ksei.co.id/) facility.
     ii.    The GMS broadcast has a capacity of up to 500 participants, where the
            attendance of each participant will be determined on a first come, first
            serve basis. For shareholders or their proxies who do not get the
            opportunity to witness the implementation of the Meeting through the
            GMS Broadcast, they are still considered to be legally present
            electronically and their share ownership and voting options are taken
            into account in the Meeting, as long as they have been registered in
            the eASY.KSEI application as stipulated in point 10 letter a numbers
            i - v.
     iii.   Shareholders or their proxies who only witness the implementation of
            the Meeting through the GMS Broadcast but are not registered to be
            present electronically on the eASY.KSEI application in accordance


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                      with the provisions in point 10 letter a numbers i - v, then the presence
                      of the shareholders or their proxies is considered invalid and will not
                      be included in the calculation of the quorum of attendance at the
                      Meeting.
              iv.     Shareholders or their proxies who witness the implementation of the
                      Meeting through the GMS Broadcast have a raise hand feature that can
                      be used to ask questions and/or opinions during the discussion session
                      per agenda of the Meeting. If the Company allows by activating the
                      allow to talk feature, the shareholders or their proxies can submit
                      questions and/or opinions by speaking directly. The determination of
                      the mechanism for implementing discussions per meeting agenda using
                      the allow to talk feature contained in the GMS Broadcast is the
                      authority of each Company and this will be stated by the Company in
                      the Rules of Conduct of the Meeting through the eASY.KSEI
                      application.
              v.      To get the best experience in using the eASY.KSEI application and/or
                      the GMS Broadcast, shareholders or their proxies are advised to use
                      the Mozilla Firefox browser.

12.   In the event that the Shareholder cannot access the KSEI System (eASY.KSEI)
      in the link https://akses.ksei.co.id/ can download the power of attorney contained on
      the Company's website https://www.kioson.app/ to give power of attorney and vote in
      the Meeting.
13.   The Shareholders who have given the power of attorney in point 12 above, may
      submit questions on the agenda via email to the Company corseckioson@gmail.com by being
      notified on sinartama.co.id and the questions will be submitted in the Meeting by the Proxy
      and recorded in the Minutes of the Meeting prepared by the Notary, and the answers to these
      questions will be submitted via email to the Shareholders no later than 3 (three) working days
      after the Meeting.
14.   The Notary, assisted by the Securities Administration Bureau, will check and calculate the
      votes of each agenda item of the Meeting in every decision making of the Meeting on the
      agenda, including those based on the votes that have been submitted by the shareholders
      through eASY.KSEI as referred to in point 11 above, as well as those submitted in the
      Meeting.
15.   In order to facilitate the arrangement and orderliness of the Meeting, the Shareholders
      or their legal directors who will be physically present at the Meeting are kindly
      requested to be at the meeting venue no later than 30 (thirty) minutes before the start
      of the Meeting.


                                       Jakarta, 04 July 2024
                                 Board of Directors of the Company




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Names mentioned 4 people and organisations named in the text · linked when the evidence is strong

linked org KIOSON KOMERSIAL INDONESIA Tbk p.1 ×2
possible person Prof. Dr. Satrio p.1
unresolved org Financial Services Authority p.1
unresolved org Indonesia Stock Exchange p.1

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