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20240624_IMJS_Ringkasan Risalah//Risalah RUPS_31674168_lamp3.pdf
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PT INDOMOBIL MULTI JASA Tbk
(“Company”)
SUMMARY OF MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT Indomobil Multi Jasa Tbk, domiciled in East Jakarta hereby announce that the Annual General Meeting of
Shareholders has been convened (hereinafter referred to as the “Meeting”) of PT Indomobil Multi Jasa Tbk (hereinafter referred to as the
“Company”) on:
Day/Date : Thursday, 20th June 2024
Time : 13.00 - 14.00 Western Indonesian Time
Venue : Indomobil Tower 13th Floor, Jalan MT Haryono Kav. 11, East Jakarta 13330
A. Meeting Agenda
1. Approval of the Board of Directors’ Annual Report regarding condition and result of the operations of the Company during the Fiscal
Year of 2023.
2. Ratification of the Annual Calculation (Consolidated Statement of Financial Position and Consolidated Statement of Profit or Loss
and Other Comprehensive Income) for the Fiscal Year of 2023 and the granting of a full acquittal and discharge of responsibilities
(acquit et de charge) to all members of the Board of Directors and the Board of Commissioners of the Company.
3. Determination of the utilization of the Company’s net profit for the fiscal year of 2023.
4. Appointment of Public Accountant Firm to audit the Company’s books of accounts for the Fiscal Year of 2024 including
determination of the requirement for such appointment.
5. Approval of changes to the composition of the Company’s Board of Commissioners.
6. Determination of policy regarding remuneration for the members of the Board of Directors and Board of Commissioners of the
Company.
B. Members of the Company’s Board of Directors and Board of Commissioners who attended the meeting
Board of Commissioners Board of Directors
Commissioner : Josef Utamin President Director : Jusak Kertowidjojo
Independent Commissioner : Agus Hasan Pura Anggawijaya Vice President Director : Gunawan (Gunawan Effendi)
Director : Andrew Nasuri
C. Shareholders Presence
The meeting was attended by 8.093.383.718 shares with valid voting rights or equivalent to 93,5184% of the total shares with valid
voting rights issued by the Company.
D. Opportunity to Ask Questions and/or Give Opinions
Opportunities to ask questions and/or provide opinions were opened for each agenda item of the Meeting. The question and answer
session was held after the completion of the presentation of each agenda item of the Meeting and before the start of decision making.
E. Mechanism of Decision Making in Meeting
Meeting decisions are made through deliberation and consensus. If deliberation for consensus was not reached, then a voting would be
held.
F. Voting Results and Number of Questions/Opinions
The voting results were calculated by PT Raya Saham Registra as the Securities Administration Bureau and have been validated by
Ir. Nanette Cahyanie Handari Adi Warsito, S.H., Notary in Jakarta, with the following results:
Agree Disagree Abstain Affirmative Vote
Agenda Number of Number of Number of Number of
Percentage Percentage Percentage Percentage
Shares Shares Shares Shares
First
8,072,579,218 99,743% 0 0% 20,804,500 0.257% 8.093.383.718 100%
Agenda
Second
8,072,579,218 99,743% 0 0% 20,804,500 0.257% 8,093,383,718 100%
Agenda
Third
8,070,314,671 99,715% 2,264,547 0.028% 20,804,500 0.257% 8,091,119,171 99.972%
Agenda
Fourth
8,072,579,218 99,743% 0 0% 20,804,500 0.257% 8,093,383,718 100%
Agenda
Fifth
8,072,579,218 99,743% 0 0% 20,804,500 0.257% 8,093,383,718 100%
Agenda
Sixth
8,072,579,218 99,743% 0 0% 20,804,500 0.257% 8,093,383,718 100%
Agenda
G. Meeting Resolutions
The resolutions made at the Meeting are as follows:
First and Second Agenda
1. To approve Director’s Annual Report regarding the condition and operation of Company for the 2023 Fiscal Year.
2. To approve the annual calculation of the Company and its Subsidiaries for the 2023 Fiscal Year audited by the
Purwantono, Sungkoro & Surja Public Accounting Firm with a fair opinion in all material respects, has been made in accordance with
applicable regulations, and has been submitted to the OJK and the Indonesia Stock Exchange and announced in the Company's
website on 30 April 2024.
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3. To accept the Report of the Board of Commissioners on the supervisory actions that had been carried out on the Company.
With the approval of the Annual Report of the Board of Directors and the ratification of the Company's Annual Calculations, the
Meeting therefore granted full acquittal and dischargee (acquit et de charge) to members of the Board of Directors and Board of
Commissioners of the Company, for the management and supervisory actions that have been carried out during the 2023 Financial
Year, as long as the action is not a criminal act and is reflected in the Annual Report and Financial Statements of the Company.
Third Agenda
To approve the use of the current year's net profit for the 2023 fiscal year as follows:
1. Allocation as a reserve fund of Rp.100,000,000.- (one hundred million Rupiah) as required in the provisions of Article 70 paragraph
(1) of Law Number 40 of 2007 regarding Limited Liability Company.
2. Allocationas a cash dividend of Rp.6,490,743,750.- (six billion four hundred ninety million seven hundred forty-three thousand seven
hundred fifty Rupiah) from the 2023 Financial Year net profit. The dividend will be distributed to 8.654.325.000 shares.
3. The payment of cash dividends will be made by crediting to the securities account of the Securities Company or Custodian Bank at
PT Kustodian Sentral Efek Indonesia.
4. The remaining net profit of the Company for the financial year ending on December 31, 2023 after deducting the provision for
reserve funds of Rp.100,000,000.- (one hundred million Rupiah) will be used as additional working capital for the Company.
Fourth Agenda
Granting of authority to the Board of Commissioners to:
1. Appoint a Public Accounting Firm to audit the Company's books for the 2024 Fiscal Year, under the condition:
a. the appointment of the Public Accounting Firm is carried out through a selection process among the Public Accounting Firms
that have submitted competitive bids to the Company;
b. the Public Accounting Firm is affiliated with an international standard Public Accounting Firm; and
c. the Public Accounting Firm is registered with OJK.
2. Determine the amount of honorarium and other requirements in connection with the appointment of the Public Accounting Firm.
The consideration behind the delegation of the appointment of the Public Accountant Office to the Board of Commissioners for the
Company is so that the Company can conduct selection by considering the recommendation from the Audit Committee.
Fifth Agenda
1. To approve changes to the Board of Commissioners of the Company effective from the closing of the Meeting until the closing of the
Company’s Annual General Meeting of Shareholders in 2027, as follows:
Board of Commissioners
President Commissioner : Bambang Prijono
Vice President Commissioner : Willianto Husada
Independent Commissioner : Agus Hasan Pura Anggawijaya
2. To authorize the Board of Directors of the Company, with the right of substitution, to restate this Meeting resolution in a Notary Deed
and subsequently notify the change in the composition of the Company’s Board of Commissioners to the Minister of Law and Human
Rights in accordance with the prevailing laws and regulations.
Sixth Agenda
1. To provide remuneration to members of the Board of Directors and the Board of Commissioners of the Company for their duties in
the coming financial years, the total amount (including salary and bonuses) for one year being Rp.5,000,000,000.- (five billion
Rupiah) until there is another resolution from the next Company’s General Meeting of Shareholders;
2. To grant an authority to the Company’s Board of Commissioners to determine the amount and type of remuneration and other
facilities for members of the Company’s Board of Directors.
H. Procedures for Distribution of Cash Dividends for the Financial Year 2023
In accordance with the Meeting resolution on June 20, 2024, it is hereby announced that the Company has determined a cash dividend
for the financial year 2023 of Rp.6,490,743,750.- to be distributed to the shareholders, so that the cash dividend to be paid is Rp0.75,-
per share to be distributed to the shareholders of the Company according to the following schedule and procedures:
1. Schedule
NO. REMARKS DATE DAY
1 Cum Dividend in the Regular & Negotiation Market June 28, 2024 Friday
2 Ex Dividend in the Regular & Negotiation Market July 1, 2024 Monday
3 Cum Dividend in the Cash Market July 2, 2024 Tuesday
4 Ex Dividend in the Cash Market July 3, 2024 Wednesday
5 Recording Date of Shareholders entitled to Cash Dividend July 2, 2024 Tuesday
6 Payment of Cash Dividend July 24, 2024 Wednesday
2. Procedure for Payment of Cash Dividends
- Cash Dividends will be distributed to shareholders whose names are recorded in the Company’s Register of Shareholders
(recording date) on July 2, 2024, until 16:00 WIB and/or the owners of the Company’s shares in the securities sub-accounts at
PT Kustodian Sentral Efek Indonesia (“KSEI”) at the close of trading on July 2, 2024.
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- For shareholders whose shares are deposited in collective custody at KSEI, the cash dividend payment will be made through
KSEI and will be distributed to the securities accounts of the Securities Company or Custodian Bank on July 24, 2024. The proof
of cash dividend payment will be delivered by KSEI to the Securities Company or Custodian Bank where the shareholders open
their accounts. For shareholders whose shares are not deposited in collective custody at KSEI, the cash dividend payment will be
transferred to the shareholders’ accounts.
- The cash dividends will be subject to tax in accordance with the prevailing tax laws and regulations. The amount of tax will be
borne by the respective Shareholder and will be deducted from the amount of cash dividends to which the respective shareholder
is entitled.
- For shareholders who are Foreign Taxpayers whose tax deductions will use the rate based on the Double Taxation Avoidance
Agreement (P3B), they must meet the requirements of Article 26 of the Income Tax Law No. 36 of 2008 and submit the Form
DGT-1 and DGT-2 legalized by the Tax Office for Listed Companies to KSEI or BAE no later than July 17, 2024 (5 business days
before the payment date), without such documents, the cash dividends paid will be subject to Article 26 Income Tax of 20%.
- For shareholders whose shares are in collective custody at KSEI, the proof of tax deduction on Dividends can be collected at the
Securities Company and/or Custodian Bank where the shareholders open their securities accounts, and for shareholders with
share certificates, it can be collected at BAE starting July 24, 2024.
Jakarta, June 24, 2024
Board of Directors
PT INDOMOBIL MULTI JASA Tbk
Names mentioned 9 people and organisations named in the text · linked when the evidence is strong
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PT Raya Saham Registra
p.1
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person
Ir. Nanette Cahyanie Handari Adi Warsito
· Notaris
p.1 ×2
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Indonesia Stock Exchange
p.1
unresolved
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PT Kustodian Sentral Efek Indonesia
p.2 ×3
unresolved
person
Willianto Husada
· President Commissioner
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person
Agus Hasan Pura Anggawijaya
· Commissioner
p.2
unresolved
org
Minister of Law and Human Rights
p.2
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