Skip to content
Back to announcement

20240603_MEDC_Keterbukaan Informasi terkait Aksi Korporasi_31645300_lamp1.pdf

Other Text extracted MEDC

Source file signed link, expires in 15 minutes

This browser can't display the PDF inline. Open it in a new tab.

Extracted text 5

Page 1
e      PT MEDCO ENERGI INTERNASIONAL Tbk

                     ANNOUNCEMENT OF THE SUMMARY OF MINUTES OF MEETING
                     ANNUAL GENERAL MEETING OF SHAREHOLDERS (“MEETING”)


Hereby announced that the Annual of General Meeting of Shareholders of PT Medco Energi Internasional Tbk
(the “Company”) has been convened with the following details:

Date of the Meeting
Thursday, 30 May 2024.

Venue of the Meeting
Soehanna Hall, The Energy Building, 2nd Floor, SCBD Lot. 11A, Jl. Jend. Sudirman Kav.52-53, Jakarta 12190

Timing of the Meeting
2.30 – 4.00 pm Western Indonesian Time.

The Board of Directors and the Board of Commissioners who attended the Meeting

Board of Commissioners
Mrs. Yani Y. Panigoro – President Commissioner
Mr. Marsillam Simandjuntak – Independent Commissioner
Mr. Yaser Raimi Panigoro – Commissioner

Board of Directors
Mr. Hilmi Panigoro – President Director
Mr. Roberto Lorato – Director
Mr. Anthony Robert Mathias – Director
Mr. Amri Siahaan – Director

Mr. Ronald Gunawan as Director of the Company was unable to attend this Meeting.

The attendance of the shareholders in the Meeting
The shareholders and/or their proxies who attended the Meeting were 21,402,527,596 (twenty one billion four
hundred two million five hundred twenty seven thousand five hundred ninety six) shares or representing 85,52%
(eighty-five point five two percent) of 25,136,231,252 (twenty five billion one hundred thirty six million two hundred
thirty one thousand two hundred fifty two) shares, which were all shares issued or issued by the Company, after
being deducted by the treasury shares of the Company with the amount of 109,993,618 (one hundred nine million
nine hundred ninety three six hundred eighteen) shares, therefore the provisions regarding the attendance
quorum of the Meeting as stipulated in Article 86 paragraph (1) of Law No. 40 of 2007 on Limited Liability
Companies as amended from time to time, Article 41 of Financial Services Authority Regulation No.
15/POJK.04/2020 on Planning and Implementation of the General Meeting Shareholders of Public Company and
article 22 paragraph 1 (a) of the Company's Articles of Association have been fulfilled, thus the Meeting can be
proceeded and make valid decisions.

Providing Opportunities for Shareholders to Ask Questions and/or Give Opinions in Meetings
Shareholders or their proxies have been given the opportunity to ask questions, opinions, proposals and/or
suggestions either physically or electronically after discussing the Meeting agenda, before voting is carried out
and these questions must be related to the current discussed Meeting agenda.

Number of Shareholders Asking Questions and/or Giving Opinions at the Meeting
At the Meeting, especially in the First Agenda item, there were 2 (two) shareholders, namely Soh Sugito Sulaiman
as the owner of 200 (two hundred) shares and Rangga Raesapati as the owner of 100 (one hundred) shares, and
in the Fifth agenda there was one shareholder, namely Soh Sugito Sulaiman as the owner of 200 (two hundred)
shares who asked the question.

Meanwhile, for the Second, Third, Fourth, Sixth and Seventh Agenda items, no shareholders or their proxies
submitted questions, opinions, proposals and/or suggestions.

Voting Mechanism of the Meeting
Decision making is carried out by means of deliberation for consensus, if there are shareholders or their proxies
who do not agree, then the decision will be taken by voting physically and electronically.
Page 2
In accordance with the provisions of capital market regulations, shareholders with voting rights who attend the
Meeting but abstain are deemed to have cast the same vote as the majority of shareholders who cast votes.

Result of the Voting for the Meeting’s Resolution

1.       First Agenda

                Agree                           Abstain                                Disagree
        21,379,327,096 shares              281,594,927 shares                      23,200,500 shares

 First Agenda Resolution:
 Receive and approve the report of Board of Directors and the report of the Board of Commissioners regarding
 the Company’s activities that have been carried out for the financial year ending 31 December 31 2023 as well
 as the ratification of the profit and loss balance (“Financial Statements”) for the financial year ended December
 31, 2022 which has been audited by the Public Accounting Firm PURWANTONO, SUNGKORO & SURJA as
 evidenced from its letter No. 00474/2.1032/AU.1/02/0696-4/1/IV/2024 dated 1 April 2024, with the opinion “FAIR
 WITHOUT EXCEPTIONS” and subsequently released (acquit et de charge) the members of the Board of
 Directors and Board of Commissioners of the Company from their responsibilities for the management and
 supervision of the Company during the relevant financial year.

2.       Second Agenda

                Agree                           Abstain                                Disagree
        21,400,118,283 shares              259,281,381 shares                       2,409,313 shares

Second Agenda Resolution:
 1. To approve the utilization of the Net Profit that Attributed to the Shareholders of the Company for the
     financial year ended 31 December 2023 with the amount of US$330,675,261 (three hundred thirty million
     six hundred seventy-five thousand two hundred sixty-one United States Dollar) with the following details:

         -     Distributed 21.17% of the net profit attributable to owners of the Company's parent entity in 2023 or
               in the amount of US$70,045,000 (seventy million forty-five thousand United States Dollar) as cash
               dividend to all shareholders of the Company, whereas the amount of cash dividend distribution above
               must take into account the interim dividend that has been distributed by the Company to
               shareholders on 15 December 2023. Thus, with the distributed interim dividend to the Company's
               shareholders in the amount of US$25,000,000 (twenty five million United States Dollar) or equal to
               US$0.001 (zero point zero zero one United States Dollar) per share, then the final cash dividend that
               will be distributed after obtaining the approval from this Meeting is US$45,045,000 (forty five million
               forty five thousand United States Dollar), with the total issued and paid-up capital (excluding treasury
               shares) of 25,024,989,984 (twenty five billion twenty four million nine hundred eighty nine thousand
               nine hundred eighty four) shares or equal to US$0.0018 (zero point zero zero one eight United States
               Dollar) per share.

         -     To record the remaining net profit of 2023 with the amount of US$260,630,261 (two hundred sixty
               million six hundred thirty thousand two hundred sixty-one United States Dollar), as Retained
               Earnings.

     2. To authorize the Board of Directors to do all necessary things for the cash dividend distribution to each of
        the shareholders, including to announce the procedure and requirement of the cash dividend payment as
        explained.

3.       Third Agenda

                Agree                           Abstain                                Disagree
        21,131,152,579 shares              259,266,901 shares                         271,375,017 shares

 Third Agenda Resolution:
 1) Approved the appointment of Purwantono, Sungkoro & Surja Public Accounting Firm registered with the
      OJK to audit the Balance Sheet, Profit and Loss Calculation and other parts of the Consolidated Financial
      Statements of the Company and its Subsidiaries for the year ending on 31 December 2024.

 2)      Approved the Delegation of authority to the Board of Commissioners of the Company to:
Page 3
        a)    Determine the fee amount of the Public Accountant.

        b)    Appoint a substitute Public Accountant office and determine the conditions and requirements for the
              appointment of a substitute Public Accountant that is reasonable if the Public Accountant appointed
              by this Meeting is unable to carry out or continue his duties for any reason, including legal reasons
              and laws and regulations in the capital market or no agreement is reached regarding the fee amount.

4.      Fourth Agenda

               Agree                           Abstain                               Disagree
       21,156,547,003 shares              259,284,881 shares                     245,980,593 shares

 Fourth Agenda Resolution:
 1) To approve the determination of compensation of the BOC and the BOD for the year 2024 (including tax)
     effective as of 1 January 2024 to 31 December 2024 at the maximum of USD 26,020,000 (twenty six million
     twenty thousand United States Dollars), including payment in the form of stock shares of the Company in
     the maximum amount of 40,800,000 (forty million eight hundred thousand) and ratified the payment of
     salaries and benefits that have been paid to the Board of Commissioners and Board of Directors from
     January 2024 to May 2024.

 2)     To approve the authorization to the Board of Commissioners to determine the policy on the distribution of
        bonuses, salaries and allowances to each member of the Board of Commissioners and the Board of
        Directors of the Company, including the determination of other forms of benefits to be given to the Board
        of Directors of the Company.

5.      Fifth Agenda

               Agree                           Abstain                               Disagree
       20,245,231,654 shares              259,279,481 shares                    1,157,295,942 shares

 Fifth Agenda Resolution:
    1) To approve the shares buyback of the Company's that have been issued and listed on the IDX in a
        maximum of 100,000,000 (one hundred million) shares or 0.398% (zero point three nine eight percent)
        of the issued and paid-up capital of the Company which will be carried out in accordance with OJK
        Regulation No. 29 of 2023 on Shares Buyback by the Public Companies.

      2) To approve and authorize with substitution rights, either in part or in whole, to the Board of Directors of
         the Company to carry out all necessary actions in connection with the shares buyback of the Company.

6.      Sixth Agenda

               Agree                           Abstain                               Disagree
       19,969,779,734 shares              259,284,881 shares                    1,432,753,862 shares

 Sixth Agenda Resolution:

      1) To approve the transfer of shares resulting from the buyback by implementing a share ownership program
         by employees and/or Directors and Board of Commissioners of the Company, Subsidiaries and affiliated
         companies of the Company; And

      2) To approve and authorize with substitution rights, either in part or in whole, to the Board of Directors of
         the Company to carry out all necessary actions in connection with the re-transfer of shares resulting from
         the buyback by implementing a share ownership program by employees and/or the Directors and Board
         of Commissioners of the Company, the Company Subsidiaries and affiliated companies of the company.

7.      Seventh Agenda

        Report to the shareholders regarding Report of the realization and use of proceeds from the Public Offering.

        The Seventh Agenda is only a report, therefore there is no voting.
Page 4
                                  Timetable of Cash Dividend Distribution

A. Timetable of Cash Dividend Distribution

  No.                                 Description                                             Date
  1.    Meeting                                                                    30 May 2024
  2.    Announcement of the Meeting summary minutes of meeting and timetable       3 June 2024
        and procedure of cash dividend distribution
  3.    Cum Regular and Negotiated Market                                          7 June 2024
  4.    Ex Regular and Negotiated Market                                           10 June 2024
  5.    Cum Cash Market                                                            11 June 2024
  6.    Ex Cash Market                                                             12 June 2024
  7.    Recording Date for shareholders who entitled the cash dividend and the     11 June 2024
        determination on the exchange rate of middle rate Bank Indonesia (United
        States Dollar to Rupiah)
  8.    Announcement of exchange rate United States Dollar to Rupiah               12 June 2024
  9.    Cash dividend distribution                                                 28 June 2024


B. Procedure of Cash Dividend Distribution:

1. Cash dividend will be distributed to the shareholders whose names are recorded in the Company's
   Shareholders Register (Recording Date) on 11 June 2024 until 4 pm Western Indonesian Time.
2. For scripless shareholders who are Indonesian nationals or foreign nationals but domiciled in Indonesia, cash
   dividend payments will be made in Rupiah, with a value equivalent to dividends paid in United States Dollars
   (“US Dollars”) based on the middle exchange rate determined by Bank Indonesia on the recording date on
   11 June 2024 and will be announced on 12 June 2024.
3. For the scripless shareholders who are foreign citizen or Indonesian citizen but domiciled outside Indonesia,
   dividend payments will be made in US Dollars.
4. For the scripless shareholders registered in the Collective Custody at PT Kustodian Sentral Efek Indonesia
   (“KSEI”), cash dividend payments will be made through KSEI and subsequently, KSEI will distribute to the
   shareholders’ account at KSEI.
5. For the script shareholders, cash dividend payments in Rupiah are made through the Company's Share
   Registrar, PT Sinartama Gunita. Cash dividend payments will be transferred to the shareholders' accounts,
   based on accounts list registered in the Share Registrar.
6. The distribution of cash dividends is subject to the applicable tax based on the prevailing regulations which
   the Company must withhold. Evidence of the withholding tax can be collected at the Share Registrar’s office.
7. Shareholders who are Domestic Taxpayers in the form of legal entities that have not included their Taxpayer
   Identification Number (NPWP) are requested to submit their NPWP to KSEI or BAE no later than 11 June
   2024 at 4 pm Western Indonesian Time. Without the inclusion of NPWP, cash dividends paid to the
   Indonesian legal entities will be subject to income tax of 30% (thirty percent).
8. Withholding tax on dividends received in US Dollars will be imposed by converting the rate of cash dividends
   into Rupiah using the prevailing exchange rate of the Minister of Finance on the recording date.
9. Shareholders who are Foreign Taxpayers, whose tax withholding will use a rate based on the Double Taxation
   Avoidance Agreement (P3B), must comply with the requirements of Article 26 of Law no. 36 of 2008
   concerning the Fourth Amendment to Law no. 7 of 1983 concerning Income Tax and submitting a Certificate
   of Domicile to KSEI or Share Registrar (as applicable), using the format as required in the Regulation of the
   Directorate General of Taxes no. 61/PJ/2009 dated 5 November 2009 and in accordance with the prevailing
   regulations at KSEI as stated in the Circular Letter No. SE-001/DIR-eks/0110 dated 11 January 2010, no later
   than 11 June 2024 at 4 pm Western Indonesian Time. Without the Certificate of Domicile with the agreed
   format, the cash dividends paid will be subject to Article 26 Income Tax of 20% (twenty percent).
Page 5
This announcement of the timetable and procedure of cash dividend distribution is an official notification from the
Company to the shareholders, and therefore, the Company does not issue a separate notification letter to
shareholders.

                                            Jakarta, 3 June 2024
                                      PT Medco Energi Internasional Tbk
                                             Board of Directors

File

File Open PDF
Source IDX
Size0.3 MB
Published3 Jun 2024
Pages5
Characters16,265
Text sourceEmbedded text layer
OCR confidence—

Names mentioned 14 people and organisations named in the text · linked when the evidence is strong

linked org MEDCO ENERGI INTERNASIONAL Tbk p.1 ×8
linked person Yani Y. Panigoro p.1
linked person Marsillam Simandjuntak p.1
linked person Hilmi Panigoro p.1
linked person Roberto Lorato p.1
linked person Anthony Robert Mathias p.1
linked person Amri Siahaan p.1
linked person Ronald Gunawan · Director p.1
possible person Yaser Raimi Panigoro p.1
unresolved org Financial Services Authority p.1
unresolved org Bank Indonesia p.4 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.4
unresolved org Minister of Finance p.4
unresolved org Directorate General of Taxes p.4

Extraction attempts how the parser did, and what it refused

Nothing structured was extracted from this document — the attempts below say why.

No extraction attempted yet.

↑↓ select ↵ open ⇧↵ see every result