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20240626_PORT_Ringkasan Risalah//Risalah RUPS_31675182_lamp2.pdf

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Page 1
                           SUMMARY OF MINUTES OF ANNUAL
                         GENERAL MEETING OF SHAREHOLDERS
                        PT NUSANTARA PELABUHAN HANDAL Tbk
                                   ("Company")

The Board of Directors of the Company, domiciled in North Jakarta, hereby notifies that the
Company has held an Annual General Meeting of Shareholders ("AGMS"), namely:

A.   DAY/DATE, VENUE, TIME AND AGENDA OF MEETING

     Day/Date         : Monday / 24 June 2024
     Time             : 14.29 WIB - 15.27 WIB
     Venue            : Double Tree by Hilton – Kemayoran
                        Angsana Room 1 (Ballroom)
                        Jl. Griya Utama Blok B1
                        Jakarta 14350

Agenda for the Annual General Meeting of Shareholders (AGMS):
(1) Approval of the Company's Annual Report and ratification of the Company's Financial
     Statements for the financial year ended 31 December 2023, as well as release and
     discharge of full responsibility (volledig acquit et de charge) to members of the
     Company's Board of Directors and Board of Commissioners for management and
     supervision conducted in the financial year ending 31 December 2023;
(2) Approval of the determination of the Use of Net Profits of the Company for the financial
     year ended 31 December 2023;
(3) Approval of the determination of the remuneration to the members of the Board of
     Commissioners and the Board of Directors for Financial Year 2024;
(4) Approval of the appointment of the Public Accountant Firm to audit the Company's
     Financial Statements for Financial Year ended 31 December 2024;
(5) Approval of amendments to the Company's Articles of Association.

B.   BOARD OF COMMISSIONERS AND DIRECTORS WHO ATTENDED THE AGMS:

     Board of Commissioners :
     President Commissioner         : Mr. Iwan Suyudhie Amri
     Independent Commissioner       : Mr. Eddy Kuntadi
     Commissioner                   : Ms. Amelia Kurniawan
     Directors:
     President Director             : Mr. Paul Krisnadi
     Director                       : Ms. Lina
     Director                       : Mr. Sony Sutanto

C.   CHAIRMAN OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS ("AGMS")

     The AGMS is led by Mr. Iwan Suyudhie Amri as the Company's President Commissioner.
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D.   ATTENDANCE AND DECISION-TAKING QUORUM OF SHAREHOLDERS IN THE
     MEETING

     The first to fifth meeting agenda, attendance and decision-making meeting quorum,
     should adopt the provisions as stipulated in Article 14 paragraph 1 of the Company's
     Articles of Association in conjunction with Article 86 paragraph 1 of Law No 40 of 2007
     concerning Limited Liability Companies, namely that the General Meeting Shareholders
     can be held if attended by shareholders representing more than ½ (one half) of total
     shares with valid voting rights that have been issued by the Company and the resolutions
     of the Meeting are valid if approved by more than ½ (one half) of all shares with voting
     rights present at the Meeting.

     The AGMS has been attended by shareholders and/or proxies of shareholders who all
     represent 2,240,982,185 shares or represent 79.63% of the 2,813,941,985 shares issued
     by the Company.

E.   OPPORTUNITY TO ASK QUESTIONS AND/OR OPINIONS

     Shareholders are given the opportunity to ask questions and/or opinions in each agenda
     item of the AGMS, but no shareholder raises questions and / or opinions related to all
     AGMS agenda.

F.   DECISION TAKING MECHANISM

     Decisions related to the agenda of the Meeting are taken based on the principle of
     deliberation to reach consensus. If the shareholders or their proxies disagree or vote
     blank or abstain, then the decision is taken by counting the votes submitted by the
     shareholders through eASY.KSEI, the votes cast granted through the granting of power of
     attorney to an officer appointed by the Company's Securities Administration Bureau,
     namely PT DATINDO ENTRYCOM, and by counting the votes of the shareholders or their
     proxies who were present at the Meeting carried out in the following manner:
         a. Shareholders/proxies who will vote for abstention are requested to raise their
            hands and submit their voting cards.
         b. Shareholders/proxies, who will vote against are requested to raise their hands
            and submit their voting cards.

G.   RESULTS OF DECISION MAKING

     The making decisions for the entire agenda of the Meeting, none of the
     shareholders/proxies who voted against and/or abstained, so that the
     shareholders/proxies who voted in favor of 2,240,982,185 (two billion two hundred forty
     million nine hundred eight two thousand one hundred and eighty five) votes or 100%
     (one hundred percent).

H.   RESULTS OF THE AGMS

     First Meeting Agenda:
     1. Approve the Company's Annual Report for the financial year 2023 and ratify the
         Supervisory Report of the Board of Commissioners.
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2.   Ratify the Company's Consolidated Financial Statements including the Company's
     Balance Sheet and Profit/Loss Calculation for the financial year ending December 31,
     2023 which has been audited by the Public Accounting Firm Amir Abadi Jusuf,
     Aryanto, Mawar and Partners, as stated in the Independent Auditor's Report Number
     00275/2.1030/AU.1/05/1153-2/1/III/2024 dated March 28, 2024 with a fair opinion
     in all material respects.
3.   Release and discharge of full responsibility (volledig acquite et de charge) to the
     Board of Directors and the Board of Commissioners for the management and
     supervision actions of the Company that have been carried out during the 2023
     Financial Year, as long as it is not a criminal act and/or violates the applicable legal
     provisions and procedures. and recorded in the Company's Financial Statements and
     does not conflict with the provisions of laws and regulations.

Second Meeting Agenda:
Approve the determination of the Company's Net Profit for the financial year ending
December 31, 2023 of Rp 65,343,539,000 (sixty five billion three hundred forty three
million five hundred thirty nine thousand) is used to fund the purchase of the Company's
capital expenditure in 2024 and the future, hence, the Company will not distribute
dividends for the 2023 financial year.

Third Meeting Agenda:
1. Approve the amount of honorarium and allowances for the Company's Board of
    Commissioners for the 2024 financial year with a maximum of Rp 2,000,000,000
    (two billion rupiah).
2. Delegate authority to Board of Commissioners to determine salaries and other
    benefits/facilities for the Company's Directors for 2024.

Fourth Agenda of the Meeting:
1. Approve the Appointment of Public Accountant Firm Amir Abadi Jusuf, Aryanto,
   Mawar & Partners (RSM Network) to audit the Company's Consolidated Financial
   Statements for the Year 2024.
2. Delegate authority to Board of Commissioners to:
   a) Determine audit fees and other terms of appointment that are reasonable for the
        Public Accounting Firm.
   b) Appoint alternate Public Accounting Firm and determine the terms and
        conditions for its appointment if the appointed Public Accounting Firm is unable
        to carry out or continue its duties for any reason, including legal reasons and
        laws and regulations in the capital market sector or an agreement is not reached
        regarding the audit fee.

Fifth Meeting Agenda:
1. Approve to delete the provisions in Article 14 paragraph (IO) of the Company's
    Articles of Association and restate Article 14 of the Company's Articles of Association
    as a whole.
2. Approve and authorize with the right of substitution, either in part or in full, to the
    Company's Directors to carry out all necessary actions in connection with changes to
    Article 14 of the Company's Articles of Association, including but not limited to:
    a. State this decision in a separate Notarial deed;
    b. Create, compile, correct, change and/or modify (including by adding and/or
         subtracting) the sentences and/or words used in the relevant Notarial deed, and
         sign the deed;
    c. Request approval and/or notify changes to the Company's Articles of Association
         and/or register or cause the decision to be registered with the relevant authorized
         agencies.
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d. Carry out other actions necessary and/or required to implement and complete the
   matters mentioned above and to achieve the aims and objectives of this decision,
   including actions authorized by the power of attorney and completing everything
   related to any or all This includes, but is not limited to, facing or appearing before
   a Notary or other party; provide, obtain and/or receive any information and/or
   documents; or create, cause to be created, initial and/or sign any document.




                       Jakarta, 24 June 2024
               PT NUSANTARA PELABUHAN HANDAL Tbk
                         Board of Director

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Names mentioned 10 people and organisations named in the text · linked when the evidence is strong

linked org NUSANTARA PELABUHAN HANDAL Tbk p.1 ×5
linked person Paul Krisnadi p.1
linked person Amir Abadi Jusuf p.3 ×2
possible person Lina p.1
possible person Sony Sutanto C. p.1 ×2
unresolved person Iwan Suyudhie Amri Independent p.1 ×4
unresolved person Eddy Kuntadi p.1
unresolved person Amelia Kurniawan p.1
unresolved org PT DATINDO ENTRYCOM p.2
unresolved org Mawar & Partners p.3

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