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20240701_MAPA_Ringkasan Risalah//Risalah RUPS_31677309_lamp4.pdf

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                                 SUMMARY OF MINUTES OF
                        ANNUAL GENERAL MEETING OF SHAREHOLDERS
                              PT MAP AKTIF ADIPERKASA TBK

Board of Directors of PT Map Aktif Adiperkasa Tbk, domiciled in Central Jakarta (hereinafter called
“Company”), hereby informed that the Company has conducted an Annual General Meeting of
Shareholders (“Meeting”), with details as follow:

A.   Day & date, venue, time, and agenda of Meeting:
     Day & date               : Thursday, June 27th, 2024
     Venue                    : Hotel Ayana Midplaza, Jakarta
                                Jl. Jend. Sudirman Kav. 10-11
                                Central Jakarta
     Time                     : 09.30 WIB – 10.35 WIB

     Meeting Agenda :

     1.    Approval and ratification of the Report of the Board of Directors regarding the Company's
           business operations and the Company's financial administration for the financial year ended
           on December 31st, 2023, as well as approval and ratification of the Company's Financial
           Statements, including the Balance Sheet and the Company's Profit/Loss Calculation for the
           financial year ended on December 31st, 2023 which has been audited by a Public Accountant
           and approval of the Company's Annual Report, the report on the supervisory duties of the
           Company's Board of Commissioners for the financial year that ended on December 31st, 2023
           as well as providing full release and discharge (acquit et de charge) to all members of the
           Board of Directors and Board of Commissioners of the Company of their responsibility to
           conduct the management and supervisory duties that have been carried out in the financial
           year that ended on December 31st, 2023.

     2.    Approval of the use of the Company's Net Profit for the financial year ended on December
           31st, 2023.

     3.    Appointment of the Public Accountant Firm to conduct audits on the books of the Company for
           the financial year ended December 31st, 2024, and the granting of authority to the Board of
           Directors to determine the fee of the Public Accountant as well as other requirements in
           connection with its appointment.

4.         a.   Appointment of members of the Board of Directors and the Board of Commissioners of
                the Company.
           b.   Determination of duties, authorities, salaries, and other benefits for members of the
                Board of Directors, as well as determination of fee and other benefits for members of the
                Board of Commissioners of the Company.

      5.   Amendment of Article 3 of the Company's Articles of Association to align with the 2020 KBLI
           (Indonesian Standard Industrial Classification).

B.   Members of the Board of Directors and the Board of Commissioners of the Company
     present at the Meeting:

     President Director                 : Nicholas Jones
     Director                           : Handaka Santosa
     Director                           : Sjeniwati Gusman
     Director                           : Miquel Rodrigo Staal
     President Commissioner             : Virendra Prakash Sharma
     Vice President Commissioner        : Susiana Latif
     Independent Commissioner           : Hendry Hasiholan Batubara



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     All members of the Board of Directors and the Board of Commissioners of the Company are
     present in person at the Meeting.

C.   Chairperson of the Meeting:

     The Meeting was chaired by Susiana Latif as the Vice President Commissioner of the Company.

D.   The number of shares with valid voting rights present at the Meeting and their percentage of
     the total shares with valid voting rights:

     The Meeting was attended by shareholders or their proxies, collectively representing
     24,951,108,887 (twenty-four billion nine hundred fifty-one million one hundred eight thousand eight
     hundred eighty-seven) shares, or equivalent to 87.54% (eighty-seven point five four percent) of the
     shares with valid voting rights issued by the Company, based on the Company's Shareholder
     Register as of June 4th, 2024, until 16:15 Western Indonesia Time.

E.   Provision of an opportunity to shareholders raise ask questions and/or express opinions
     regarding the agenda of the Meeting:

     For each agenda item of the Meeting, shareholders or their valid proxies present at the Meeting
     were given the opportunity to raise questions and/or express opinions regarding the agenda.

F.   Mechanism for decision-making at the Meeting:

     Decision-making in the Meeting is conducted by way of amicable discussion. In the event of
     amicable agreement is not reached, decision-making is done by way of voting mechanism.

G.   Voting results for every agenda of the Meeting:

       Agenda       Rejected        Abstain         Approved        Total Approved     Question/Opinion

          1       287,343,600     197,718,834    24,466,046,453     24,663,765,287            None

          2             -         205,824,334    24,745,284,553     24,951,108,887            None

          3      1,221,844,347    205,838,334    23,523,426,206     23,729,264,540            None

          4      1,997,120,493    212,646,334    22,741,342,060     22,953,988,394            None

          5      2,484,050,800    207,818,834    22,259,239,253     22,467,058,087            None


H.   Decisions of the Meeting:

     Agenda 1
     1. Approved the Company's Annual Report for the financial year ended on December 31 st, 2023.

     2. Ratified the Company's Annual Financial Statements for the financial year ended December
        31st, 2023, audited by the Public Accounting Firm "Imelda & Rekan," a member of Deloitte
        Touche Tohmatsu Limited, as stated in their Report No. 00097/2.1265/AU.1/05/0556-
        3/1/III/2024 dated March 27th, 2024, with the opinion of "Without Modification"

     3. Approved the Board of Directors’ Report and ratified the Supervisory Duties Report of the Board
        of Commissioners of the Company for the financial year ended on December 31st, 2023 as set
        forth in the Company’s Annual Report.

     4. With the approval of the Company's Annual Report, Directors' Report, and the ratification of the
        Annual Financial Statements and Supervisory Duties Report of the Board of Commissioners of
        the Company for the financial year ended December 31st, 2023, pursuant to Article 17
        paragraph 3 of the Company's Articles of Association, full discharge (acquit et de charge) is

                                                                                                      2
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    granted to all members of the Company's Board of Directors for their management actions and
    to all members of the Board of Commissioners for their supervisory actions undertaken during
    the financial year ended December 31st, 2023, to the extent such actions were reflected in the
    Annual Report and Annual Financial Statements of the Company for the financial year ended
    December 31st, 2023.

Agenda 2
1. Approved the distribution of dividends to the Company's shareholders amounting to
   Rp142,520,000,000 (one hundred forty-two billion five hundred twenty million Rupiah) for a total
   of 28,504,000,000 (twenty-eight billion five hundred four million) shares issued by the Company.

2. Authorized the Board of Directors of the Company to execute the dividend distribution in
   accordance with prevailing regulations and to take all necessary actions related to the dividend
   distribution.

3. To comply with Article 25 paragraph 1 of the Company's Articles of Association, allocating
   Rp5,000,000,000 (five billion Rupiah) of the Company's net profit as the Company's Reserve
   Fund.

4. The remainder will be recorded as Retained Earnings.

Agenda 3
1. Approved the granting of authority to the Board of Commissioners of the Company, by taking
   into account the considerations of the Company's Audit Committee, to appoint Public
   Accountant Office that will audit the Consolidated Financial Statements, Profit or Loss
   Statement and Consolidated Other Comprehensive Income, and other parts of the Company's
   Financial Statements for the financial year ending on December 31st, 2024.

2. Approved the granting of authority to the Board of Directors of the Company to determine the
   amount of fee of the aforementioned Public Accountant Office and other related requirements
   regarding the appointment.

Agenda 4
Agenda 4 item a:
1. Approved the appointment of members of the Company's Board of Directors and Board of
   Commissioners with a term of office commencing from the closing of the Meeting until the
   closing of the Company's Annual General Meeting of Shareholders in 2027, with the following
   composition:

    Composition of the Board of Directors of the Company
    President Director             : Nicholas Jones
    Vice President Director        : Handaka Santosa
    Director                       : Sameer Prasad
    Director                       : Sjeniwati Gusman
    Director                       : Miquel Rodrigo Staal

    Composition of the Board of Commissioners of the Company
    President Commissioner        : Virendra Prakash Sharma
    Vice President Commissioner : Susiana Latif
    Independent Commissioner      : Juliani Gozali
    Commissioner                  : Sintia Kolonas
    Independent Commissioner      : Hendry Hasiholan Batubara

2. To comply with Article 20 paragraph 3 of Financial Services Authority Regulation No.
   33/POJK.04/2014 dated December 8th, 2014 regarding the Board of Directors and Board of
   Commissioners of Issuers or Public Companies, approved:
   - the appointment of Ms. Juliani Gozali and Mr. Hendry Hasiholan Batubara, respectively as
   Independent Commissioners of the Company.
3. Approved the grant of authority to the Board of Directors of the Company with substitution
   rights, to restate the resolution on item a of the Fourth Agenda in a notarial deed, and
   subsequently notify the Minister of Law and Human Rights of the Republic of Indonesia and

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           register it in the Company Register, and for such purpose, to undertake all actions required by
           the prevailing laws and regulations.

    Agenda 4 item b:
    1. In accordance with Article 92 paragraphs 5 and 6 of the Company Law, approved to delegate
       authority to the Board of Directors of the Company through a Board of Directors Meeting, to
       determine the division of duties and authorities of each member of the Company's Board of
       Directors on behalf of the General Meeting of Shareholders.

    2. In accordance with Article 96 paragraphs 1 and 2, and Article 113 of the Company Law,
       approved:
       a. To delegate to the Board of Commissioners of the Company the authority to determine the
           amount of salary and other allowances for members of the Company's Board of Directors;
       b. To determine remuneration and other allowances for members of the Company's Board of
           Commissioners entirely up to a maximum of 10% (ten percent) out of the total amount of
           remuneration and other allowances received by members of the Company's Board of
           Commissioners in the previous financial year;
       c. To delegate to the Board of Commissioners of the Company the authority to determine the
           distribution of remuneration and other allowances among each member of the Company's
           Board of Commissioners.


    Agenda 5
    1. Amend Article 3 paragraph 2 of the Company's Articles of Association to align with the 2020
       KBLI (Indonesian Standard Industrial Classification), so that Article 3 of the Company's Articles
       of Association shall be as presented during the Meeting.

    2. Authorized the Board of Directors of the Company, with substitution rights, to restate the
       resolution adopted regarding Agenda 5 of the Meeting in a notarial deed, and subsequently to
       obtain approval for the amendment of Article 3 of the Company's Articles of Association from
       the Minister of Law and Human Rights of the Republic of Indonesia and to register it in the
       Company Register, in accordance with applicable laws and regulations.


                                SCHEDULE AND PROCEDURE OF
                     CASH DIVIDEND DISTRIBUTION FOR FINANCIAL YEAR 2023

We hereby inform the shareholders of the Company that the schedule and procedure for the distribution
of cash dividends for the financial year ending on December 31st, 2023, are as follows:

A. Schedule for Cash Dividend Distribution
     No.                                 ACTIVITY                                         DATE
     1.      Cum Dividend in Regular and Negotiation Market                           July 5th, 2024
     2.      Ex-Dividend in Regular and Negotiation Market                            July 8th, 2024
     3.      Cum Dividend in Cash Market                                              July 9th, 2024
             Recording Date (date to determine the shareholders entitled of
     4.                                                                               July 9th, 2024
             dividends)
     5.      Ex-Dividend at Cash Market                                               July 10th, 2024
     6.      Cash Dividend Payment                                                    July 25th, 2024

B. Procedure of Cash Dividend Distribution
   1. Shareholders entitled to cash dividends are those whose names are recorded in the Company's
      Shareholders List or on the recording date of July 9 th, 2024.

   2. For shareholders whose shares are held in Collective Custody by PT Kustodian Sentral Efek
      Indonesia ("KSEI"), dividend payments will be executed through book-entry transfer via KSEI
      according to the schedule mentioned above. Subsequently, KSEI will distribute the dividends to
      the Shareholders' Fund Accounts (RDN) at the Securities Company or Custodian Bank where
                                                                                                        4
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    shareholders have opened their securities accounts. For shareholders whose shares are not
    held in KSEI's collective custody, cash dividends will be transferred directly to the shareholders'
    bank accounts.

3. The cash dividends will be subject to tax according to the prevailing tax regulations in Indonesia.

4. Pursuant to the prevailing tax regulations, cash dividends are exempted from tax if received by
   local entity taxpayers ("Local Entity Taxpayer") and the company does not withhold Income Tax
   on the cash dividends paid to Local Entity Taxpayer. Cash dividends received by local individual
   taxpayers ("Local Individual Taxpayer") will be exempted from tax as long as these dividends
   are invested within the territory of the Republic of Indonesia. For Local Individual Taxpayer who
   do not meet the investment requirements as mentioned above, dividends received by them will
   be subject to Income Tax ("WHT") according to prevailing tax regulations. The WHT must be
   self-assessed and paid by the respective Local Individual Taxpayer in accordance with
   Government Regulation No. 9 of 2021 concerning Taxation Treatments to Support Ease of
   Doing Business.

5. For shareholders who are Foreign Taxpayers and whose tax withholding rate will be based on
   the Double Taxation Avoidance Agreement (DTAA), it is mandatory to comply with the
   requirements of Director General of Taxes Regulation No. PER-25/PJ/2018 regarding the
   Procedures for the Application of Double Taxation Avoidance Agreements. They must also
   submit proof of registration or a domicile certificate issued by the Directorate General of Taxes,
   which has been uploaded to the Directorate General of Taxes website, to KSEI (Central
   Securities Depository) or BAE (Securities Administration Beaureau) PT Datindo Entrycom within
   the specified deadline according to KSEI regulations. Without the required documents, cash
   dividends paid will be subject to Article 26 Income Tax at a rate of 20%.


                                    Jakarta, July 1st, 2024
                                     Board of Directors
                                 PT Map Aktif Adiperkasa Tbk




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Names mentioned 18 people and organisations named in the text · linked when the evidence is strong

linked org MAP AKTIF ADIPERKASA TBK p.1 ×8
linked person Nicholas Jones p.1 ×2
linked person Handaka Santosa p.1 ×2
linked person Sjeniwati Gusman p.1 ×2
linked person Miquel Rodrigo Staal p.1 ×2
linked person Virendra Prakash Sharma p.1 ×2
linked person Susiana Latif · President Commissioner p.1 ×4
linked person Hendry Hasiholan Batubara p.1 ×3
linked person Sameer Prasad p.3
unresolved org Imelda & Rekan p.2
unresolved org Deloitte Touche Tohmatsu Limited p.2
unresolved — Sintia Kolon · Independent Commissioner p.3
unresolved org Financial Services Authority p.3
unresolved person Juliani Gozali p.3
unresolved org Minister of Law and Human Rights p.3 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.4
unresolved org Directorate General of Taxes p.5 ×2
unresolved org PT Datindo Entrycom p.5

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