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20240603_GGRP_Pemanggilan RUPS_31645411_lamp2.pdf
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Notice of the Annual General Meeting of Shareholders
PT GUNUNG RAJA PAKSI Tbk
The Board of Directors of PT GUNUNG RAJA PAKSI Tbk, domiciled in the Regency of Bekasi (the
“Company”), hereby invited the Company’s shareholders to attend the Annual General Meeting of
Shareholders (“Meeting”), which will be held on:
Day/Date : Tuesday, June 25, 2024;
Time : 14.00 WIB until finished;
Venue : Head Office PT GUNUNG RAJA PAKSI Tbk
Jln. Perjuangan No. 8, Kampung Tangsi RT. 004/RW. 006, Desa Sukadanau,
Kecamatan Cikarang Barat, Kabupaten Bekasi 17530.
The Meeting agendas 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 and the calculation of profit and loss for
the financial year ending on December 31, 2023 and 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.
Explanation: the above agenda is pursuant to the provisions of (i) Article 11 paragraph (4) and
paragraph (5) and Article 21 paragraph (3) of the Company's Articles of Association, (ii) Article 66
paragraph (1) and Article 69 paragraph (1) Law number 40 of 2007 concerning Limited Liability
Company as amended by Law number 11 of 2020 concerning Omnibus Law (“UU PT”) and (iii) Article
41 paragraph (1) letter a 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").
2. Determination of Tantiem for the Company’s Board of Directors and Board of Commissioners for
financial year of 2023, also Salary/Honorarium, including Facilities and Benefits for financial year of
2024.
Explanation: the above agenda is pursuant to the provisions of (i) Article 15 paragraph (17) and Article
18 paragraph (19) of the Company's Articles of Association, (ii) Article 96 and Article 113 UU PT and
(iii) Article 41 paragraph (1) letter a POJK 15/2020.
3. Appointment of a Public Accountant who will audit the Company's financial statements for the financial
year ending December 31, 2024.
Explanation: the above agenda is pursuant to the provisions of (i) Article 11 paragraph (4) and Article
21 paragraph (6) of the Company's Articles of Association, (ii) Article 68 UU PT, (iii) Article 41
paragraph (1) letter a POJK 15/2020 and (iv) Article 13 of POJK No. 13/POJK.03/2017 concerning the
Use of Public Accountant Services and Public Accounting Firms in Financial Services Activities.
4. Approval of Changes in the composition of the Company’s Board of Commissioners
Explanation: the above agenda is in accordance with the provisions of (i) Article 18 paragraph (14) of
the Company's Articles of Association, (ii) Article 8 paragraph (3) of Financial Services Authority
Regulation No. 33/POJK.04/2014 concerning the Board of Directors and Board of Commissioners of
Issuers or Public Company.
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5. Determination of the use of the Company’s profit for the financial year ending December 31, 2023.
Explanation: the above agenda is pursuant to the provisions of (i) Article 21 paragraph (3), Article 22,
and Article 23 paragraph (1) of the Company's Articles of Association, (ii) Article 70 and Article 71
paragraph (1) UU PT and (iii) Article 41 paragraph (1) letter a POJK 15/2020.
Note:
1. The Company will not send a specific invitation to shareholders given that this invitation constitutes an
official invitation to the Company. This invitation can also be found at the Company’s website at
https://www.gunungrajapaksi.com and the application of eASY.KSEI.
2. Materials related to the Meeting are available at the Company’s website and office as of the Invitation
date on June 03, 2024 and up to the Meeting’s date on June 25, 2024, as the Company informed above.
3. The shareholders who are entitled to attend or be represented at the Meeting are those whose names
are listed in the Shareholders Register of the Company as of the Stock Exchange’s closing hour on May
31, 2024.
4. Shareholders can participate in the Meeting by either:
a. physically attending the Meeting; or
b. electronically attending the Meeting through the application of eASY.KSEI.
5. Shareholders who wish to attend electronically, as mentioned in item 4 letter b, must be local individual
shareholders who have shares deposited in KSEI’s collective custody.
6. Shareholders can utilize the eASY.KSEI by accessing eASY.KSEI menu, Login eASY.KSEI submenu
in the AKSes facility (https://akses.ksei.co.id/).
7. Prior to participating in the Meeting, shareholders must first read the terms presented in this Invitation,
and other stipulations related to Meeting as authorized by the Company. Other terms can be found in
the attached document on the ‘Meeting Info’ feature provided in the eASY.KSEI and/or Meeting
invitations posted at the websites of the Company and the Company retains the rights to authorize more
terms in relation to shareholders or shareholder representatives’ physical participation in the Meeting.
8. Shareholders who wish to physically attend the Meeting or exercise their voting rights through the
eASY.KSEI, must first inform their attendance or the attendance of their appointed representatives,
and/or submit their votes through the eASY.KSEI.
9. The deadline for declaring attendance, appointing representatives, or submitting votes through the
eASY.KSEI is set at 12:00 pm Western Indonesian Time (WIB) 1 (one) business day before the
Meeting’s date.
10. Prior to entering the Meeting room, all shareholders or their representatives who wish to physically
participate in the meeting must first fill in the attendance list and show original proofs of identity.
11. The Meeting will be held as efficiently as possible without reducing the validity of the Meeting in
accordance with the provisions of POJK 15/2020. The Shareholders who are unable to attend the
Meeting and will give power of attorney to attend the Meeting (non-electronically), can provide the power
of attorney to attend the Meeting, with the following conditions:
a. The format of the power of attorney can be downloaded on the Company's website as of the
date of the summons to the Meeting and the power of attorney must be filled in according to the
instructions stipulated therein and submitted to the Board of Directors of the Company through PT
ADIMITRA JASA KORPORA as the Company's Securities Administration Bureau (“BAE”), no later
than before 16:00 Western Indonesia Time, June 24, 2024, namely 1 (one) business days before
the Meeting is held;
b. For the Company’s shareholders who signed the power of attorney abroad, the pertaining power of
attorney must be legalized by the Indonesian Embassy/Consulate General of the Republic of
Indonesia in the local country;.
12. For Shareholders (individual/legal entity)/Proxies who are physically present, are requested to bring the
following documents:
a. For Individual Shareholder, copy of valid personal identification (Residential Identity Card/KTP
or passport);
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b. For Legal Entity Shareholder, copy of its articles of association and any amendments thereto,
together with the latest composition of the management, and Single Business Number (NIB)/Tax
Identification Number (NPWP);
c. For Proxy, a valid power of attorney enclosed with a copy of respective identification documents of
the authorizer and the attorney.
13. Shareholders who wish to attend or authorize a representative to attend the Meeting electronically
through the eASY.KSEI must consider the following points:
a. Registration Process:
i. Local individual shareholders who have not provided their attendance declaration before the
deadline mentioned on item 9, 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 9 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 9 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 9 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 9 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;
b. Electronic Statements or Opinions Submission Process:
i. Shareholders or their representatives are provided 3 (three) opportunities 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 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;
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c. 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 13 letter a number i - iii, are given an opportunity to submit
their votes as the Company opens the voting period in the E-Meeting Hall screen of the
eASY.KSEI. After the electronic voting period for one of the Meeting agendas is started, the
system will automatically count down the voting time by a maximum of 5 (five) minutes. 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;
iii. The voting time in th electronic voting process is a standardized time set by the eASY.KSEI. The
voting time for each of Meeting agendas (with a maximum of five minutes per Meeting agenda)
and include them in the Meeting’s Guideline through the eASY.KSEI;
d. Live Broadcast of the Meeting:
i. Shareholders or their representatives who have been registered in the eASY.KSEI no later than
the deadline mentioned on item 9 can watch the Meeting live via Zoom in webinar format by
accessing the eASY.KSEI menu, submenu Tayangan RUPS in the AKSes facility
(https://akses.ksei.co.id/);
ii. Tayangan RUPS has a capacity of 500 participants provided on 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 13 letter a number i - v;
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
13 letter a number i - v, will not be considered as a legal participant and are not counted as part
of the Meeting’s quorum;
iv. Shareholders or their representatives who watch the Meeting through Tayangan RUPS can use
the raise hand feature to submit questions and/or opinions during the discussion sessions for
each of the Meeting agendas. Shareholders or their representatives can directly ask questions or
voice their opinions if the Company has allowed and activated the allow to talk feature.
Mechanisms for discussion on each of the Meeting agendas, including the use of the allow to talk
feature in Tayangan RUPS are determined by the Company and included in the Meeting's
Guideline through the eASY.KSEI;
v. Shareholders or their representatives are encouraged to use the Mozilla Firefox browser for the
best experience in using the eASY.KSEI and/or Tayangan RUPS.
14. In accordance with the provisions of Article 21 paragraph (13) and paragraph (14) Article Association
of the Company and Article 48 POJK No. 15/2020, the Shareholders of the Company are not entitled to
grant power of attorney to more than one proxy for a portion of the total shares they own with a different
vote, except:
a. Custodian Bank or Securities Company as Custodian representing its clients who own the shares of
the Company
b. Investment Managers who represent the interests of the Mutual Funds they manage.
Regency of Bekasi, June 03, 2024
Board of Directors
PT GUNUNG RAJA PAKSI Tbk
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PT ADIMITRA JASA KORPORA
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