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20240614_SUNI_Ringkasan Risalah//Risalah RUPS_31661694_lamp4.pdf

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Page 1
              PT SUNINDO PRATAMA Tbk
                                                                                                       Certificate Number : 26340



                                  SUMMARY OF MINUTES
                     ANNUAL GENERAL MEETING OF SHAREHOLDERS (AGMS)
                                PT SUNINDO PRATAMA Tbk
                                 domiciled in South Jakarta
                                       ("Company")


The Board of Directors of the Company hereby notifies that the Company has held an Annual General Meeting of
Shareholders (AGMS), hereinafter referred to as the (the "Meeting"), with the following details:

   I.   Meeting details
        Day/Date             : Tuesday, 12 June 2024
        Time                 : 09.17 – 10.34 WIB
        Location             : Room Rapha 1&2
                               Hotel JS Luwansa
                               JI. H.R. Rasuna Said No 22 Kav.C, South Jakarta 12940

   II. Agenda and Explanation of the Annual General Meeting of Shareholders:

        1. Approval of the Company's Annual Report and Ratification of the Company's Financial Statements
           for the Financial Year ended December 31, 2023.
        2. Allocation of the use of the Company's net profit for the Financial Year ended December 31, 2023.
        3. Appointment of the Public Accounting Firm and/or Public Accountant to perform audit on the
           Company's Financial Statements for the Financial Year ending December 31, 2024.
        4. Determination of remuneration for members of the Board of Directors and/ or members of the Board
           of Commissioners for the Year of 2024.
        5. Changes in the composition of the members of the Board of Directors and/or the Board of
           Commissioners of the Company.
        6. Changes to Article 17 of the Articles of Association to comply with OJK Regulation no.
           14/POJK.04/2022 concerning Submission of Periodic Financial Reports for Issuers or Public
           Companies
        7. Report on the Use of Proceeds of the 2023 Initial Public Offering of the Company.

   III. Chairman of the Meeting

        The meeting was chaired by Mr. Doktorandus Harry Wiguna as the Company's Independent
        Commissioner, in accordance with the Decision of the Company's Board of Commissioners Meeting
        dated 12 June 2024.

   IV. Attendance of members of the Company's Board of Directors and Board of Commissioners
        Board of Directors
        President Director             : Mr. WILLY JOHAN CHANDRA
        Director                       : Mr. Insinyur BAMBANG PRIHANDONO

        Board of Commissioners
        Independent Commissioner       : Mr.Doktorandus HARRY WIGUNA




                          Jl. Prof. Dr. Soepomo SH. No.48. Tebet Jakarta Selatan – 12870 - Indonesia
                                         Tel : +62 21 8378 5773 Fax : +62 21 8378 5776
                                               E-mail : general@sunindogroup.com
Page 2
              PT SUNINDO PRATAMA Tbk
                                                                                                       Certificate Number : 26340




 V. Attendance Quorum

       The Meeting was attended by Shareholders and/or Proxy Holder representing 1,941,145,900 shares in
       the Company, represent 77.65% of the total 2,500,000,000 shares issued by the Company.



 VI. Submission of Questions and/or Opinions related to the Meeting Agenda

       In every discussion of the Meeting’s agenda, the Company has provided an opportunity for the
       Shareholders or their Proxies to be able to ask questions and/or opinions related to the discussion of
       each agenda of the Meeting. Until the end of the Meeting there were no question and/or opinion from
       the Shareholders or their Proxies.



 VII. Voting Mechanism

       Resolution on each Meeting agenda was adopted by deliberation for consensus. If deliberation for consensus
       is not reached, then the resolution in the Meeting is resolved by voting.



VIII. Voting’s Results

      a. Agenda first to sixth:
         • There were no shareholders and proxies of shareholders who attended the Meeting, who voted
           blank/abstain votes;
         • There were no shareholders or their proxies present at the Meeting who voted against the resolutions;
         • All shareholders or their proxies present at the Meeting voted in the affirmative;
         • Therefore, the decision was approved by the Meeting by consensus.

      b. Seventh agenda
         No vote was taken as there was no decision to be made.


IX.    Meeting’s Resolutions

       1. Approved the Company's Annual Report and ratified the Company's Financial Statements for the
          Financial Year ended December 31, 2023 (thirty-one December two thousand twenty-three), including,
          among others, the Company's Activity Report, the Board of Commissioners' Supervisory Report, the
          Company's Financial Statements for the financial year ended December 31, 2023 (thirty-one December
          two thousand twenty-three) and granted release and discharge of responsibility (acquit et de charge) to
          the Board of Directors and Board of Commissioners for the management and supervision carried out for
          the financial year ended December 31, 2023 (thirty-one December two thousand twenty-three).




                          Jl. Prof. Dr. Soepomo SH. No.48. Tebet Jakarta Selatan – 12870 - Indonesia
                                         Tel : +62 21 8378 5773 Fax : +62 21 8378 5776
                                               E-mail : general@sunindogroup.com
Page 3
      PT SUNINDO PRATAMA Tbk
                                                                                                Certificate Number : 26340




2. 1. Approved the use of the Company's net profit for the financial year ended 31- 12-2023 (thirty-one
      December two thousand twenty-three), as follows:
      a. in the amount of Rp11,000,000,000.00 (eleven billion rupiah) or 10.91% (ten point nine one per
          cent) of the Company's net profit, distributed as cash dividends to shareholders, amounting to
          2,500,000,000 (two billion five hundred million) shares, so that each share will receive cash
          dividends of Rp4.40 (four rupiah forty cents), with due observance of the Financial Services
          Authority Regulations and applicable Tax Regulations;
      b. in the amount of Rp1,000,000,000.00 (one billion rupiah) will be set aside and recorded as a
          reserve fund;
      c. the remaining net profit of the Company after deducting dividends and reserve funds amounting
          to Rp88,859,838,442.00 (eighty-eight billion eight hundred fifty-nine million eight hundred thirty -
          eight thousand four hundred forty-two rupiah) will be recorded as retained earnings of the
          Company;

    2. Granted power and authority to the Board of Directors of the Company to take any and all necessary
       actions in connection with the decision above, in accordance with the laws and regulations applicable.


3. 1. Appointed a Registered Public Accounting Firm (including a Registered Public Accountant
      incorporated in a Registered Public Accounting Firm) who will audit the Company's Financial
      Statements for the Financial Year ending 31-12-2024 (thirty-one December two thousand twenty-four),
      namely the Public Accounting Firm KANAKA PURADIREDJA SUHARTONO, after considering the
      proposal from the Company's Board of Commissioners;
   2. Granted authority and power to the Board of Commissioners to appoint a replacement Public
      Accountant or terminate the appointed Public Accountant, if for any reason based on the
      provisions of the Capital Market in Indonesia the appointed Public Accountant is unable to carry
      out/complete his/her duties;
   3. Granted authority and power the Board of Directors with the approval of the Board of Commissioners
      to determine the honorarium of the Public Accountant and the terms of appointment.

4. 1. Granted authority to the Board of Commissioners to determine salaries and other benefits for member
      of the Company's Board of Directors for the 2024 financial year, taking into account recommendations
      from the Company's Nomination and Remuneration Function which are currently carried out by the
      Board of Commissioners;
   2. Determined the salary or honorarium and/or other benefits for members of the Board of
      Commissioners of the Company for the financial year 2024 (two thousand twenty-four), in the
      maximum amount of Rp4,525,006,000.00 (four billion five hundred twenty five million six thousand
      rupiah) per year, and give authority and power of attorney to the Board of Commissioners Meeting to
      determine the allocation, taking into account the recommendations of the Company's Nomination and
      Remuneration Function.




                   Jl. Prof. Dr. Soepomo SH. No.48. Tebet Jakarta Selatan – 12870 - Indonesia
                                  Tel : +62 21 8378 5773 Fax : +62 21 8378 5776
                                        E-mail : general@sunindogroup.com
Page 4
      PT SUNINDO PRATAMA Tbk
                                                                                               Certificate Number : 26340




5. 1. Approved to change the composition of the Company's Board of Directors, namely by to
     appoint Mr FREDDY SOEJANDY as Director of the Company, effective as of the closing of this
     Meeting, so that the composition of the members of the Board of Directors and the Board of
     Commissioners of the Company as of the closing of this Meeting until the closing of the Annual
     General Meeting of Shareholders of the Company held in 2028 (two thousand twenty-eight), is as
     follows;

     Board of Directors:
     President Director                    : Mr. WILLY JOHAN CHANDRA;
     Director                              : Mr. Insinyur BAMBANG PRIHANDONO;
     Director                              : Mr. FREDDY SOEJANDY;

     Board of Commissioners:
     President Commissioner                : Mr. SOE TO TIE LIN;
     Independent Commissioner              : Mr. Doktorandus HARRY WIGUNA;

     without prejudice to the right of the General Meeting of Shareholders to dismiss members of the Board
     of Directors at any time before their term of office ends.

  2. Agreed to give authority and power to the Board of Directors of the Company both individually and
     jointly, with the right of substitution, to take any and every action necessary in connection with the
     decision, including but not limited to making/declaring a decision regarding the composition of the
     members of the Board of Directors of the Company mentioned above and reaffirm the composition of
     the members of the Board of Directors and the Board of Commissioners of the Company and confirm
     the composition of the Company's shareholders (if necessary), into the deeds made before a Notary
     as required by and in accordance with the provisions of the applicable laws and regulations, which
     henceforth deliver notification of changes of the Company's data to the competent authorities, as well
     as take all and any necessary actions in connection with the decision in accordance with the
     applicable laws and regulations.

6. 1. Approved to amend the provisions of Article 17 paragraph 5 of the Company's Articles of Association
      in order to adjustment with the Financial Services Authority Regulation Number 14/POJK.04/2022
      concerning Submission of Periodic Financial Statements of Issuers or Public Companies;

  2. Approved to grant power and authority to the Board of Directors of the Company, either individually or
     jointly, with the right of substitution to take any and all necessary actions in connection with such
     resolutions, including but not limited to stating/pouring out such resolutions in deeds made before a
     Notary, to amend, adjust and/or rearrange the provisions of Article 17 paragraph 5 of the Company's
     Articles of Association or Article 17 of the Company's Articles of Association as a whole in accordance
     with such resolutions, as required by and in accordance with the prevailing laws and regulations,
     further to apply for approval and/or submit notification of the resolutions of the Meeting and/or
     amendments to the Company's Articles of Association in this resolution of the Meeting to the
     competent authorities, and to take all and any necessary actions in accordance with the prevailing
     laws and regulations.




                  Jl. Prof. Dr. Soepomo SH. No.48. Tebet Jakarta Selatan – 12870 - Indonesia
                                 Tel : +62 21 8378 5773 Fax : +62 21 8378 5776
                                       E-mail : general@sunindogroup.com
Page 5
      PT SUNINDO PRATAMA Tbk
                                                                                                Certificate Number : 26340




7. There is no resolution in the seventh agenda because it is merely a report presentation.




                                        Jakarta, 14 June 2024
                                       PT Sunindo Pratama Tbk
                                          Board of Directors




                   Jl. Prof. Dr. Soepomo SH. No.48. Tebet Jakarta Selatan – 12870 - Indonesia
                                  Tel : +62 21 8378 5773 Fax : +62 21 8378 5776
                                        E-mail : general@sunindogroup.com

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Names mentioned 9 people and organisations named in the text · linked when the evidence is strong

linked org SUNINDO PRATAMA Tbk p.1 ×20
linked person Doktorandus Harry Wiguna p.1 ×4
linked person WILLY JOHAN CHANDRA p.1 ×3
linked person FREDDY SOEJANDY · Director p.4 ×3
linked person SOE TO TIE LIN p.4
possible person KANAKA PURADIREDJA p.3
unresolved person Insinyur BAMBANG PRIHANDONO p.1 ×2
unresolved person Prof. Dr. Soepomo SH. p.1 ×5
unresolved org Financial Services Authority p.3 ×2

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