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20240605_IKAI_Ringkasan Risalah//Risalah RUPS_31647381_lamp2.pdf

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Page 1
                ANNOUNCEMENT OF SUMMARY OF MINUTES OF
            SECOND ANNUAL GENERAL MEETING OF SHAREHOLDERS
                  PT INTIKERAMIK ALAMASRI INDUSTRI Tbk

The Board of Directors of PT INTIKERAMIK ALAMASRI INDUSTRI Tbk (the
“Company”) hereby announce the Summary of Minutes of Second Annual General
Meeting of Shareholders of the Company ("Meeting") as follows:

A.   The Meeting of the Company has been held on:
     Day/Date : Tuesday, June 4, 2024;
     Time       : 09.35’ – 11.10’ WIB;
     Venue      : Function Hall Ruang Meeting 1 & 2, The Nine Sopo Del
                  Sopo Del Office Towers & Lifestyle, Jalan Mega Kuningan Barat
                  III Lot. 10 1-6, Jakarta 12950.
B.   With the agenda of the Meeting are as follows:
     1.    Approval and ratification of the Annual Report for the financial year
           ending December 31, 2023, which consists of:
           a.     Report on the management of the Company by the Board of
                  Directors and Report on the course of supervision of the Company
                  by the Board of Commissioners for the financial year ending
                  December 31, 2023;
           b.     Financial Statements and ratification of the balance sheet as well
                  as the calculation of profit and loss for the financial year ending on
                  December 31, 2023 as well as full grants and releases and
                  settlements (acquit et de charge) to members of the Board of
                  Directors and members of the Board of Commissioners of the
                  Company for the management and supervisory actions they have
                  taken to the financial year ending December 31, 2023.
     2.    Determination of the Company’s profit and loss for the financial year
           ending December 31, 2023.
     3.    Determination of the amount of salary and other benefits for members of
           the Board of Directors and members of the Board of Commissioners of
           the Company.
     4.    Appointment of a Public Accountant who will audit the Company's
           financial statements for the financial year ending December 31, 2024.
     5.    Renewal of composition data of the Company's shareholders for the
           arrangement of NIB of the Company.
     6.    Changes to the purpose and objectives and the Company's business
           activities to be adjusted to the provisions of business sector groups as
           stipulated in the standard classification regulations for business fields, in
           order to comply with the provisions of regulations regarding electronically
           integrated business licensing services, which apply in the Republic of
           Indonesia.

C.   The Board of Directors and the Board of Commissioners of the Company who
     are present at this Meeting are as follows:




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     BOARD OF COMMISSIONERS:
     President Commissioner      : Mr. DRS. ENGKOS SADRAH, M.M.;
     concurrently as Independent
     Commissioner
     Independent Commissioner    : Mr. DEAN ARSLAN.

     BOARD OF DIRECTORS:
     President Director             : Mr. TEUKU JOHAS RAFFLI;
     Director (Operational and      : Mr. ERWAN DWIYANSYAH.
     Compliance)

D.   Based on the attendance list of the shareholders of the Meeting, the total
     number of shares that were present or represented at the Meeting was
     4.496.338.635 shares, which constituted 33,792% of all shares issued by the
     Company.

E.   In accordance with the provisions, the Meeting has been attended by more
     than 1/3 of the shareholders/representatives, but not attended or represented
     by at least 3/5 of the total number of shares with valid voting rights, therefore
     the Meeting will only discuss the first to the fifth agenda items of the Meeting.
     The sixth agenda item of the Meeting will be discussed at the third Annual
     GMS. In accordance with the provisions of the Company's Articles of
     Association and Financial Services Authority Regulation Number
     15/POJK.04/2020 concerning the Plan and the Implementation of the General
     Meeting of Shareholders of Public Company (“POJK 15/2020”), the third
     Annual GMS may be held with the provision that the third Annual GMS is valid
     and has the right to make decisions if attended by shareholders of shares with
     valid voting rights in the attendance quorum and decision quorum determined
     by the Financial Services Authority at the request of the Company.

F.   The Company has provided the opportunity for shareholders and their proxies
     to ask questions and/or provide opinions prior to making resolutions for each
     agenda item of the Meeting.

G.   At the Meeting, there were no shareholders or their proxies who asked
     questions and/or gave opinions regarding the agenda of the Meeting.

H.   The mechanism of adopting resolution of Meeting:
     1.   The mechanism of adopting resolution of Meeting is carried out by
          deliberation to reach consensus. However, if deliberation for consensus
          is not reached, the resolutions is made by voting.
     2.   Shareholders are allowed to vote through the KSEI Electronic General
          Meeting System (eASY.KSEI) provided by PT KUSTODIAN SENTRAL
          EFEK INDONESIA (“KSEI”).

I.   Voting Results:

     FIRST AGENDA OF THE MEETING:
     Disagree   : 95.900 votes
     Abstain    :      0 votes


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     thus the total number of shareholders who agreed was 4.496.242.735
     votes, which constitute 99,99% of the total number of valid votes cast,
     therefore the Meeting with the majority of votes decided to APPROVED
     to the proposed resolutions of the first agenda of the Meeting that had
     been submitted.

     SECOND AGENDA OF THE MEETING:
     Disagree       : 95.900 votes
     Abstain        :      0 votes
     thus the total number of shareholders who agreed was 4.496.242.735
     votes, which constitute 99,99% of the total number of valid votes cast,
     therefore the Meeting with the majority of votes decided to APPROVED
     to the proposed resolutions of the second agenda of the Meeting that
     had been submitted.

     THIRD AGENDA OF THE MEETING:
     Disagree       : 95.900 votes
     Abstain        :      0 votes
     thus the total number of shareholders who agreed was 4.496.242.735
     votes, which constitute 99,99% of the total number of valid votes cast,
     therefore the Meeting with the majority of votes decided to APPROVED
     to the proposed resolutions of the third agenda of the Meeting that had
     been submitted.

     FOURTH AGENDA OF THE MEETING:
     Disagree       : 95.900 votes
     Abstain        :      0 votes
     thus the total number of shareholders who agreed was 4.496.242.735
     votes, which constitute 99,99% of the total number of valid votes cast,
     therefore the Meeting with the majority of votes decided to APPROVED
     to the proposed resolutions of the fourth agenda of the Meeting that had
     been submitted.

     FIFTH AGENDA OF THE MEETING:
     Disagree       : 95.900 votes
     Abstain        :      0 votes
     thus the total number of shareholders who agreed was 4.496.242.735
     votes, which constitute 99,99% of the total number of valid votes cast,
     therefore the Meeting with the majority of votes decided to APPROVED
     to the proposed resolutions of the fifth agenda of the Meeting that had
     been submitted.

J.   Results for the resolution of the Meeting:




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RESOLUTION OF THE FIRST AGENDA:
Approve and ratify the Annual Report for the financial year ended December
31, 2023, which consists of:
a.    Report on the management of the Company by the Board of Directors
      and Report on the course of supervision of the Company by the Board of
      Commissioners during the financial year of 2023;
b.    Financial Statements and Balance Sheet and calculation of profit and
      loss for the financial year ended December 31, 2023;
thereby agreeing to grant full release, settlement and discharge (acquit et de
charge) to members of the Board of Directors and members of the Board of
Commissioners of the Company for the management and supervisory actions
they have taken during the financial year ending December 31, 2023 as long as
these actions are reflected in the Company's Annual Report and Financial
Statements ended on 31 December 2023.

RESOLUTION OF THE SECOND AGENDA:
Determine the use of the Company's comprehensive profit for the financial year
ending December 31, 2023, amounting to Rp 6,988,330,000,- to be included
and recorded as Retained Earnings to strengthen the capital structure,
therefore the Company does not distribute dividends to shareholders.

RESOLUTION OF THE THIRD AGENDA:
Approved to delegate the authority to determine the amount of salary and other
allowances for members of the Board of Directors and Board of Commissioners
of the Company, to the Board of Commissioners of the Company which
implementation will be adjusted to the provisions of the Articles of Association
and applicable laws and regulations.

RESOLUTION OF THE FOURTH AGENDA:
1.  Delegate the authority to appoint a Public Accountant who will audit the
    Company's financial statements for the financial year ending on
    December 31, 2024, to the Board of Commissioners of the Company in
    order to comply with applicable regulations and obtain a suitable Public
    Accountant, provided that the criteria for Public Accountants who can be
    appointed are Public Accountants who have audit experience in the
    Company's business activities, have adequate Human Resources and
    have independence.
2.  Approved the granting of authority to the Board of Commissioners to
    determine the honorarium and other reasonable requirements for the
    Public Accountant.

RESOLUTION OF THE FIFTH AGENDA:
1.  Determine the composition of the Company's Shareholders as stipulated
    in the letter to be issued by PT FICOMINDO BUANA REGISTRAR as the
    Company's Securities Administration Bureau.
2.  Delegate authority and grant power to the Company's Board of Directors
    to update the Company's shareholder composition data at the Ministry of
    Law and Human Rights and the Online Single Submission (OSS) system
    and to include the composition of the Company's shareholders as
    stipulated in the letter to be issued by PT FICOMINDO BUANA


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REGISTRAR as the Company's Securities Administration Bureau
regarding Information on Share Ownership of PT INTIKERAMIK
ALAMASRI Tbk, into a separate Notarial deed, including notifying the
update of the Company's shareholder composition data to other
authorized agencies, making changes and/or additions in any form
whatsoever that are necessary for the receipt of the update of the
Company's shareholder composition data, submitting, signing all
applications and other documents, choose domicile and carry out all
necessary actions, none of which are excluded.

                  Jakarta, June 5, 2024
       PT INTIKERAMIK ALAMASRI INDUSTRI Tbk
           Board of Directors of the Company




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Names mentioned 11 people and organisations named in the text · linked when the evidence is strong

linked person DRS. ENGKOS SADRAH p.2 ×2
linked person DEAN ARSLAN. p.2
linked person TEUKU JOHAS RAFFLI p.2
unresolved person ERWAN DWIYANSYAH. Compliance p.2 ×2
unresolved org Financial Services Authority p.2 ×2
unresolved org PT KUSTODIAN SENTRAL EFEK INDONESIA p.2
unresolved org PT FICOMINDO BUANA REGISTRAR p.4
unresolved org Ministry of Law and Human Rights p.4
unresolved org PT FICOMINDO BUANA p.4
unresolved org INTIKERAMIK ALAMASRI Tbk p.5 ×2

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