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20240603_KPIG_Pemanggilan RUPS_31645760_lamp2.pdf

RUPS notice Text extracted KPIG

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Page 1
                                          PT MNC Land Tbk
                                          (the “Company”)
                                          In Central Jakarta

                                      INVITATION OF
                     THE ANNUAL GENERAL MEETING OF SHAREHOLDERS AND
                    THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

The Board of Directors of the Company hereby invites the Shareholders of the Company to attend the
Annual General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders (the
”Meeting”) of the Company, which shall be held on:

Day/Date       : Tuesday, June 25, 2024
Time           : 14.00 Indonesia Western Standard Time - finished
Venue          : iNews Tower 3rd floor,
                 MNC Center, Jl. Kebon Sirih Kav. 17 – 19, Central Jakarta 10340

With the following agenda :
A. The Annual General Meeting of Shareholders (“AGMS”) :
    1. Annual Report of the Board of Directors and a supervisory report of the Board of Commissioners
        for the Financial Year ended on December 31, 2023.
    2. Approval of the Company’s Annual Report and approval of the Company’s audited Financial
        Statement for the Financial Year ended on December 31, 2023, and the granting of full release
        and discharge (acquit et de charge) to all members of the Board of Commissioners and the Board
        of Directors of the Company for their respective supervisory and management duties conducted
        during the Financial Year ended on December 31, 2023.
    3. Approval of the use of the Company’s net profit for the Financial Year ended on December 31,
        2023.
    4. Approval of the change of the Company’s management composition.
    5. Appointment of an Independent Public Accountant to audit the Company’s Financial Statement
        for the Financial Year ended on December 31, 2024 and the granting of an authority to stipulate
        honorarium for the Independent Public Accountant and other requirements.

   Explanation of the AGMS agenda :
   1. The 1st to the 3rd and 5th AGMS’ agendas are the regular agenda in AGMS agenda to comply with
       the Company’s Articles of Association and Law No. 40 Year 2007 regarding Limited Liability
       Company (“UUPT”).
   2. The 4th AGMS’ agenda is the Company needs to change the composition of the Company’s
       management in connection to the Company’s development.
Page 2
B. The Extraordinary General Meeting of Shareholders (“EGMS”) :
    1. Approval of plan to provide guarantee for most or all of the Company's assets and/or corporate
        guarantee, whether in the form of guarantee to be provided by the Company and/or subsidiaries,
        as well as guarantee in the form of related assets from the Company and/or the Company’s
        subsidiaries, which constitute most or all of the Company’s assets and/or subsidiaries in the
        context of receiving loan by the Company and/or its subsidiaries from a third party in the amount,
        terms and conditions deemed appropriate by the Company’s Board of Directors, by observing the
        provisions of POJK No.42/POJK.04/2020 concerning Affiliated Transactions and Conflicts of
        Interest Transactions and POJK No.17/POJK.04/2020 concerning Material Transactions and
        Changes in Business Activities.

    Explanation of the EGMS agenda :
    1. The 1st EGMS agenda to comply with the provisions of the Company's Articles of Association,
        UUPT, and POJK.

NOTES :
1. In relation to the Meeting, the Company does not send a separate invitation to each Shareholder.
   This invitation advertisement is an official invitation to the Company’s Shareholders.
2. The Shareholders who are entitled to attend or be represented at the Meeting are:
   a. For the Company’s shares are not deposited in Collective Custody, only the Shareholders or their
        legitimate proxies whose name are registered in the Shareholder Register issued by the
        Company’s Securities Administration Agency, namely PT BSR Indonesia, as per May 31, 2024,
        until 4.00 PM (Indonesia Western Standard Time).
   b. For the Company’s shares are deposited in Collective Custody, only the Shareholders or their
        legitimate proxies whose names are registered in the account holder or the custodian bank at PT
        Kustodian Sentral Efek Indonesia (“KSEI”) as per May 31, 2024, until 4.00 PM (Indonesia Western
        Standard Time).
3. The Company provides 2 (two) alternative authorizations that can be used by the Shareholders, which
   are:
   i. The Conventional Power of Attorney – a legitimate power of attorney as determined by the
       Company’s Board of Directors, provided that members of the Board of Directors, the Board of
       Commissioners and employees of the Company may act as the proxy of the Shareholders at the
       Meeting, however, any vote cast by them as proxies in the Meeting shall not be counted in the
       voting. For the Shareholders whose address is registered in a foreign country, the Conventional
       Power of Attorney shall be legalized by the Notary or authorized official institution and by the
       Indonesian Embassy of the Republic of Indonesia in their country. A form of Conventional Power
       of Attorney can be obtained during office hours at the office of the Company’s Securities
       Administration Agency :
                                                 PT BSR Indonesia
                                             Gedung Sindo 3rd floor
                             Jl. Wahid Hasyim No. 38, Menteng, Central Jakarta
                                          Telephone : (021) 80864722
                                     Email : adm.efek@bsrindonesia.com
Page 3
         All Conventional Power of Attorney shall be received by the Board of Directors at the address as
         stipulated above at the latest 1 (one) working day before the date of the Meeting, on Monday,
         June 24, 2024 until 4.00 PM (Indonesia Western Standard Time).
     ii. Electronic Power of Attorney or e-Proxy that can be accessed through the eASY.KSEI’s website:
         https://easy.ksei.co.id (“eASY.KSEI”) – an electronic authorization system provided by KSEI to
         facilitate and integrate the power of attorney of the scriptless Shareholders whose shares are in
         the collective custody of KSEI to their proxies electronically through the eASY-KSEI’s website until
         1 (one) working day before the Meeting date, on Monday, June 24, 2024. For the Shareholders
         who intend to use the e-Proxy through eASY.KSEI may download the user guidance through the
         following link (https://www.ksei.co.id/data/download-data-and-userguide).
4.   Referring to the Indonesian Financial Services Authority Regulation No.15/POJK.04/2020 concerning
     Planning and Holding General Meeting of Shareholders of a Public Company, the Company hereby
     suggest the Shareholders authorize their presence by giving a power of attorney including the voting
     as well as the question’s submission with the e-Proxy.
5.   This preventive act shall not prevent the Shareholders from attending the Meeting, with due regard
     to the limitation that needs to be applied pursuant to the health protocol implemented by the
     Building Management and/or the local authority.
6.   Shareholders may attend the Meeting electronically through eASY.KSEI provided by KSEI.
7.   The Shareholders or their legitimate proxies who will attend the Meeting are required before
     entering the Meeting Room to register themselves with the Company’s registration officer by
     submitting a copy of:
     i. Resident Identity Card (KTP) or other valid identity cards; and
     ii. Collective Share Certificate or for the Shareholders whose names are registered in the Collective
         Custody, Written Confirmation for the Meeting or Konfirmasi Tertulis Untuk Rapat (“KTUR”)
         (which can be obtained from the member of the Stock Exchange or the custodian bank);
     Additional requirements for the legal entity Shareholders, such as a limited liability company,
     cooperation, foundation or pension fund, are required to bring and submit a copy of:
     i. Full and complete articles of association; and
     ii. Latest deeds regarding the appointment of the latest member of the Board of Directors and Board
         of Commissioners or management.
8.   Materials of the Meeting are available at the Company’s official website https://www.mncland.com/
     since the date of this Invitation.
9.   For simplification of the arrangement and order of the Meeting, the Shareholders or their legitimate
     proxies are kindly required to be present at the venue of the Meeting at least 30 (thirty) minutes
     before the Meeting.

                                             Jakarta, June 3, 2024
                                               PT MNC Land Tbk
                                              Board of Directors

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Names mentioned 4 people and organisations named in the text · linked when the evidence is strong

linked org MNC Land Tbk p.1 ×5
unresolved org PT BSR Indonesia p.2 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.2
unresolved org Financial Services Authority p.3

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