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20240604_ADMG_Pemanggilan RUPS_31646003_lamp2.pdf
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PT POLYCHEM INDONESIA Tbk
DOMICILED IN CENTRAL JAKARTA
(“The Company”)
INVITATION TO
ANNUAL GENERAL MEETING OF SHAREHOLDERS
Shareholders of the Company are hereby invited to attend the Company’s Annual General
Meeting of Shareholders (“the Meeting”) which will be held on:
Date : Wednesday, June 26, 2024
Time : 10.00 am Western Indonesian Time
Venue : Sakura Room - Grand Tropic Suites Hotel
Jl. Letjen S. Parman Kav. 3
West Jakarta
The agenda of the Meeting will be as follows :
1. a. Approval of the Annual Report including the ratification of the Company’s Annual
Financial Statements and the Report of the Board of Commissioners Supervisory
Duties for the book year ended on December 31, 2023.
b. Determination of the Company's net income for the book year 2023.
2. Appointment of an Independent Public Accountant to audit the Company’s Annual
Financial Statements for the book year 2024.
3. a. Appointment of the members of the Company's Board of Directors and Board of
Commissioners.
b. Determination regarding the duties, powers, salary and other allowance to the
members of the Company's Board of Directors and determination of the honorarium
and other allowance to the members of the Company's Board of Commissioners.
Clarification on the Meeting’s agenda:
- Agenda item 1 and agenda item 2 constitutes a routine event which is held in order to
fulfill the provisions as set out in the Company’s Articles of Association.
- Agenda item 3 was proposed because in accordance with the provisions of Article 10
paragraph 2 and Article 13 paragraph 3 of the Company's articles of association, the
term of office of the members of the Board of Directors and Board of Commissioners of
the Company will end at the closing of the Meeting.
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Notes :
1. Those who are entitled to attend or be represented in the Meeting are the Shareholders
whose names are registered in the Company's Register of Shareholders or the holders of
sub-accounts which have an account balance at the Collective Custody (Penitipan
Kolektif) at PT. Kustodian Sentral Efek Indonesia (“KSEI”) at the end of trading on
Monday, June 3, 2024.
2. Shareholders or their proxies who will attend the Meeting are requested to bring and
submit to the Company’s staff a photocopy of residence card (Kartu Tanda Penduduk -
KTP) or other identification document before entering the Meeting venue.
Shareholders in the form of legal entities such as Limited Liability Companies,
Cooperatives, Foundations or Pension Funds are required to submit to the Company’s
staff a photocopy of the Articles of Association of the respective legal entity.
With respect to the shares of the Company which are held in the collective depository at
KSEI, shareholders or their proxies are required to bring a confirmation letter for the
Meeting (“KTUR”) which can be obtained through Members of the Stock Exchange or
a Custodian Bank.
3. The Meeting will be held electronically through the KSEI Electronic General Meeting
System (“eASY.KSEI'') facility provided by KSEI.
4. Shareholders can participate in the Meeting by either:
a. physically attending the Meeting; or
b. electronically attending the Meeting through the eASY.KSEI.
The Company urges shareholders to authorize an independent party appointed by the
Company to represent shareholders, attend and vote at the Meeting, namely the
Company's Securities Administration Bureau, PT Datindo Entrycom.
5. Shareholders who can attend electronically as mentioned in point 4.b. are local
individual shareholders whose shares are kept in the collective custody of KSEI.
6. a. Shareholders who are unable to attend the Meeting may grant power of attorney:
(i) through a power of attorney form provided on the Company's website which can
be submitted by the proxy at the time of registration before attending the
Meeting; or
(ii) electronically through the KSEI Electronic General Meeting System (eASY.KSEI)
provided by KSEI. Guidelines for registration, use, and further explanation
regarding eASY.KSEI can be found on the website (https://akses.ksei.co.id/).
b. In determining a quorum of the Meeting, members of the Board of Directors,
members of the Board of Commissioners and Company employees may act as
a proxy of the shareholders, however in the voting, they as proxies of shareholders
are not eligible to cast votes.
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c. The deadline for declaring electronic attendance, appointing representatives through
electronic proxy (e-proxy), or submitting electronic votes through the eASY.KSEI
is set at 12:00 pm Western Indonesian Time (WIB) 1 (one) business day before
the Meeting’s date.
d. Shareholders who wish to attend or authorize a representative to attend the
Meeting electronically through the eASY.KSEI must consider the following points:
1) Registration Process
i. Local individual shareholders who have not provided their attendance
declaration before the deadline mentioned on item 6.c., but wish to
attend the Meeting electronically, must first register their attendance
through the eASY.KSEI during the date of the Meeting and before the time
that the Company ends the Meeting's electronic registration.
ii. Local individual shareholders who have provided their attendance
declaration but have not submitted their vote on a minimum of 1 (one) of
the Meeting agendas through the eASY.KSEI before the deadline
mentioned on item 6.c. and wish to attend the Meeting electronically,
must first register their attendance through the eASY.KSEI during the date
of the Meeting and before the time that the Company ends the Meeting's
electronic registration.
iii. Shareholders who have authorized the Company’s Independent
Representative or an Individual Representative but have not submitted
their vote on a minimum of 1 (one) of the Meeting agendas through the
eASY.KSEI before the deadline mentioned on item 6.c. and wish to attend
the Meeting electronically must first register their attendance through the
eASY.KSEI during the date of the Meeting and before the time that the
Company ends the Meeting's electronic registration.
iv. Shareholders who have authorized an Intermediary Participant
Representative (Custodian Bank or Securities Company) and have
submitted their vote through the eASY.KSEI before the deadline
mentioned on item 6.c. are required to request their registered
representatives in the eASY.KSEI to register their attendance through
the eASY.KSEI during the date of the Meeting before the time that the
Company ends the Meeting's electronic registration.
v. Shareholders who have submitted their attendance declaration or
authorized a Company-appointed Independent Representative or
Individual Representative and have provided their votes for a minimum of
1 (one) of the Meeting agendas through the eASY.KSEI before the deadline
mentioned on item 6.c. do not need to electronically register their
attendance through the eASY.KSEI on the Meeting’s date. Shares’
ownership will be automatically calculated as an attendance quorum and
submitted votes will be automatically counted during the Meeting’s voting
process.
vi. Lateness or electronic registration failures, as mentioned in points number
i – iv, for whatever reason that cause shareholders or their representatives
to not be able to electronically attend the Meeting, will prevent their
shares from being counted as a quorum for the Meeting.
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2) Electronic Statements or Opinions Submission Process
i. Shareholders or their representatives are provided to present their
questions and/or opinions in discussion in each Meeting agendas.
Questions and/or opinions on each of the Meeting agendas can be
submitted in writing by the Shareholders or their representatives through
the chat feature in the ‘Electronic Opinions’ made available in the
e-Meeting Hall screen of the eASY.KSEI. Questions and/or opinions can be
given as long as the Meeting’s status in the ‘General Meeting Flow Text’
status is written as “Discussion started for agenda item no. [ ]”.
ii. The mechanism of handling questions and/or opinions through ''Electronic
Opinion'' screen in the eASY.KSEI is determined by the respective
Company and will be included in the Company’s Meeting Guidelines
through the eASY.KSEI.
iii. Shareholders’ representatives who electronically attend the Meeting and
submit a question and/or opinion during a discussion session of one of the
Meeting agendas are required to type in the name of the shareholder and
amount of shares they represent first before they write their respective
questions and/or opinions.
3) The Voting Process
i. The voting process will be conducted electronically through the E-meeting
Hall menu, Live Broadcasting submenu of the eASY.KSEI.
ii. Shareholders or their representatives who have not submitted their votes
on the particular Meeting agenda, as mentioned in item 6.d. number 1)
roman numerals i – iii, are given an opportunity to submit their votes
directly as the Company opens the voting period in the E-Meeting Hall
screen of the eASY.KSEI. During the electronic voting time, a “Voting for
Agenda item no [ ] has started” status would be displayed at the ‘General
Meeting Flow Text’ column. Shareholders or their representatives who
have not submitted their votes during a specific Meeting agenda after the
‘General Meeting Flow Text’ column’s status has changed to “Voting for
Agenda item no [ ] has ended” will be considered to give an Abstain vote
for the related Meeting agenda.
4) Watch The Meeting through Tayangan RUPS (GMS Video Streaming)
i. Shareholders or their representatives who have been registered in the
eASY.KSEI no later than the deadline mentioned on item 6.c. can watch
the Meeting live via Zoom webinar through the eASY.KSEI menu, submenu
Tayangan RUPS, which located in the AKSes facility
(https://akses.ksei.co.id/).
ii. Tayangan RUPS has a capacity of 500 participants provided in a first come,
first serve basis. Shareholders or their representatives who could not be
accommodated in the Meeting’s broadcast are still considered to have
electronically attended the Meeting and their share ownerships and votes
are still counted, as long as they have registered through the eASY.KSEI, as
specified above in item 6.d. number 1) roman numerals i – v.
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iii. Shareholders or their representatives who only watch the Meeting
through Tayangan RUPS, but were not electronically registered as
participants in the eASY.KSEI, as specified above in item 6.d. number 1)
roman numerals i - v, will not be considered as a legal participant and are
not counted as part of the Meeting’s quorum.
7. The materials which will be discussed in the Meeting are available during office hours at
the office of the Company, Wisma 46 - Kota BNI 20th Floor, Jl. Jend. Sudirman Kav. 1,
Jakarta 10220 from the date of this invitation until the date of the Meeting and copies of
such material can be obtained by shareholders through a written request to the
Company or can be accessed through the Company's website,
http://www.polychemindo.com.
8. To facilitate an orderly Meeting, shareholders or their proxies are respectfully requested
to be present in the Meeting venue, 30 (thirty) minutes prior to the Meeting
commences.
9. In holding the meeting, the Company does not provide food and beverages as well as
souvenirs to the Shareholders who attend the Meeting.
Jakarta, June 4, 2024
The Company's Board of Directors
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Names mentioned 4 people and organisations named in the text · linked when the evidence is strong
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org
PT. Kustodian Sentral Efek Indonesia
p.2
unresolved
org
Sentral Efek Indonesia
p.2
unresolved
org
PT Datindo Entrycom.
p.2
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