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20240606_JRPT_Ringkasan Risalah//Risalah RUPS_31648075_lamp3.pdf
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®
E
URS is a member of Registrar of Standards (Holdings) Ltd.
PT JAYA REAL PROPERTY, TBK.
(“the Company”)
SUMMARY OF MINUTES OF THE
ANNUAL GENERAL MEETING OF SHAREHOLDERS
In order to comply with OJK Regulation No. 15/POJK.04/2020 (“POJK15”) concerning
Planning and Conducting of General Meetings of Shareholders of Public Companies, The
Company hereby submit the summary of the Annual General Meeting of Shareholders
(“Meeting”) of the Company for the financial year ended December 31st, 2023, Annual
General Meeting of Shareholders was held on Thursday, June 4th, 2024 at 09.40 AM –
10.34 AM.
Annual General Meeting of Shareholders
Attendance:
Board of Commissioners : 1. Candra Ciputra President Commissioner
2. Vivian Setjakusuma Commissioner
3. Okky Dharmosetio Independent Commissioner
Board of Directors : 1. Trisna Muliadi President Director
2. Yohannes Henky Wijaya Vice President Director
3. Ir. Sutopo Kristanto, MM Vice President Director
4. Adi Wijaya, S.E Director
5. Dra. Swandayani Director
Shareholders : The meeting attended by shareholders of the Company,
represent of 11,989,952,444 shares (92.87%) from the
total 12,910,719,100 after deducting the Treasury Stock of
839,280,900 shares.
I. Meeting Agenda
1. Approval and ratification of the Company's Annual Report and the supervisory
duty report of the Board of Commissioners of the Company for the financial year
ended on December 31st, 2023, which among others contains the Company's
Financial Statements, including Statements of Financial Position and Statements
of Profit or Loss and Other Comprehensive Income, for the financial year ended
on December 31st, 2023, as well as granting the release and discharge of
responsibilities (acquit et de charge) to all members of the Board of Directors and
Board of Commissioners.
2. Approval of the utilization of the Company’s profit for the financial year ended on
December 31st, 2023.
3. Appointment of an Independent Public Accountant to audit the books of the
Company for the financial year ended on December 31 st, 2024 by the Board of
Commissioners and the granting of authorization to the Board of Directors to
determine the honorarium of such Independent Public Accountant as well as
other requirements for its appointment.
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4. Determination of remuneration and salaries and/or other benefits for members of
the Board of Directors of the Company and honorarium and/or other benefits for
members of the Board of Commissioners of the Company.
II. Fulfillment of the Legal Procedure for Annual General Meeting of
Shareholders :
1. Submitting information to the Financial Services Authority and the Indonesia
Stock Exchange with letter No.009/JRP/CS/IV/2024 dated April 19, 2024
Regarding the Plan for the General Meeting of Shareholders of PT Jaya Real
Property, Tbk;
2. Announcement to shareholders on 26 April 2024 and announced through the
Indonesia Stock Exchange website, the Company's official website and eASY.KSEI
application;
3. Invitation to shareholders on 13 May 2024 and announced through the Indonesia
Stock Exchange website, the Company's official website and eASY.KSEI
application;
III. Meeting Resolutions
First Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 47,165,400 shares or 0.39% of the total authorized shares
present at the Meeting.
b. There were no shareholders and/or proxies of shareholders who expressed
valid dissenting votes at the Meeting.
c. shareholders and/or proxies of shareholders who expressed approved votes
amounted to 11,942,787,044 shares or 99.61% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Planning and Organizing of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes are deemed to cast the same
vote as the votes of the majority of shareholders who cast votes. Therefore, the
number of affirmative votes of 11,989,952,444 or 100% of the total authorized
shares present at the Meeting resolved to approve the resolution of the First
Agenda of the Meeting.
- Decision of the First Agenda of the Meeting will be shall as follows :
1. Approved and accepted the Company's Annual Report and the supervisory duty
report of the Board of Commissioners of the Company for the financial year
ended December 31st, 2023 including Statements of Financial Position and
Statements of Profit or Loss and Other Comprehensive Income, for the financial
year ended on December 31st, 2023, which were audited by Registered Public
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Accounting Firm of Amir Abadi Jusuf, Aryanto, Mawar & Rekan expressed an
unmodified opinion on those statements as referred to in its report dated
February 26th, 2024 No 00048/2.1030/AU.1/03/0501-1/1/II/2024;
2. Approved the release and discharge of the members of the Board of Directors
from their responsibilities on their management actions for the Company and the
members of the Board of Commissioners on their supervisory action for the
Company for the financial year ended on December 31 st, 2023 (acquit et de
charge), considering that all actions related to business activities that are derived
from the core business of the Company and reflected in the Company's Financial
Statements.
Second Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically.
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 45,264,400 shares or 0.38% of the total authorized shares
present at the Meeting.
b. There were no shareholders and/or proxies of shareholders who expressed
valid dissenting votes at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 11,944,688,044 shares or 99.62% of the total authorized
shares present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Planning and Organizing of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes are deemed to cast the same
vote as the votes of the majority of shareholders who cast votes. Therefore, the
number of affirmative votes of 11,989,952,444 or 100% of the total authorized
shares present at the Meeting resolved to approve the resolution of the First
Agenda of the Meeting.
- Decision of the Second Agenda of the Meeting will be shall as follows :
1. Approved and ratified the Company’s Income for the Years Attributable to
Owners of the Parents amounting to Rp 1,004,620,409,000,- details as
follows:
a. Approved and determined for dividend payment in the amount of Rp 24.-
per share. The amount of net income distributed would be Rp
Rp330,000,000,000,- or 32.85% (according to the outstanding shares at the
recording date);
b. Remaining net income of the Company recorded as retained earnings of the
Company.
2. Grant authority and power the Board of Directors of the Company to
determine the procedure, schedule and implementation of dividend
distribution in accordance with provisions of the applicable laws and
regulations in the capital market sector.
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Third Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 45,264,400 shares or 0.38% of the total authorized shares
present at the Meeting.
b. Shareholders and/or proxies of shareholders who expressed disapproval votes
amounted to 67,326,095 shares or 0.56% of the total authorized shares
present at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 11,877,361,949 shares or 99.06% of the total authorized shares
present at the Meeting.
In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes shall be considered to cast the
same votes as the majority votes, thus the total affirmative votes amounted to
11,922,626,349 shares or 99.44% of the total valid shares present in the Meeting
decided to approve the resolution of the Third Agenda of the Meeting.
- Decision of the Third Agenda of the Meeting will be shall as follows :
1. Approved to appoint the Public Accounting Firm Amir Abadi Jusuf, Aryanto,
Mawar & Partners to audit the Company’s financial statements and books for
the 2024 financial year and to grant authority and power to the Board of
Directors to determine the honorarium of the Independent Public Accountant
Office and other requirement of the appointment.
2. Grant authority and power to the Board of Commissioners to appoint a
replacement Public Accounting Firm and to dismiss the appointed Public
Accounting Firm, if for any reason based on the provisions of the Capital
Market in Indonesia, the appointed Public Accounting Firm is unable to
perform/complete its duties.
Fourth Agenda
- The Meeting provided an opportunity to the shareholders and/or proxies of the
shareholders present to ask questions and/or give opinions related to the First
Agenda of the Meeting.
- During the question and answer session, there were no questions or opinions
raised by the shareholders and/or proxy of shareholders present.
- Decision making is carried out through voting, verbally and electronically
- The result of the voting are as follows :
a. Shareholders and/or proxy of shareholders who expressed abstain which
amounted to 45,264,400 shares or 0.38% of the total authorized shares
present at the Meeting.
b. Shareholders and/or proxies of shareholders who expressed disapproval votes
amounted to 17,107,295 shares or 0.14% of the total authorized shares
present at the Meeting.
c. Shareholders and/or proxies of shareholders who expressed approved votes
amounted to 11,927,580,749 shares or 99.48% of the total authorized
shares present at the Meeting.
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In accordance with the provisions of Article 47 of the Financial Services Authority
Regulation No.15/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies and Article 11 paragraph (17) of the
Company's Articles of Association, abstain votes shall be considered to cast the
same votes as the majority votes, thus the total affirmative votes amounted to
11.972.845.149 shares or 99.86% of the total valid shares present in the Meeting
decided to approve the resolution of the Fourth Agenda of the Meeting.
- Decision of the Fourth Agenda of the Meeting will be shall as follows :
1. Determine the amount of increase in honorarium and/or other allowances of
the Company's Board of Commissioners by a maximum of 5% from last year.
2. Grant authority and power to the Board of Commissioners of the Company
to determine the fees and salaries and/or other allowances of the Board of
Directors of the Company.
South Tangerang, June 6th, 2024
PT Jaya Real Property, Tbk.
Board of Directors
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Names mentioned 14 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Ir. Sutopo Kristanto
p.1 ×2
unresolved
person
Adi Wijaya
p.1
unresolved
person
Dra. Swandayani
p.1
unresolved
org
Financial Services Authority
p.2 ×5
unresolved
org
Indonesia Stock Exchange
p.2 ×3
unresolved
org
Mawar & Rekan
p.3
unresolved
org
Mawar & Partners
p.4
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