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20240530_DOID_Pemanggilan RUPS_31644622_lamp2.pdf
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INVITATION TO
THE ANNUAL AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT DELTA DUNIA MAKMUR TBK
The Board of Directors of PT Delta Dunia Makmur Tbk (the “Company”) hereby extends an invitation to the
Company’s shareholders to attend the Annual General Meeting of Shareholders (“AGMS”) and Extraordinary
General Meeting of Shareholders (“EGMS”) of the Company, (AGMS and EGMS collectively referred to as
the “Meeting”) of the Company, electronically and physically, which will be convened on:
Day/Date : Friday, June 21, 2024
Time : 2.00 PM Western Indonesian Time - finish
Venue : Financial Hall, Graha CIMB Niaga 2nd Floor,
Jl. Jend. Sudirman Kav. 58, Jakarta 12190
Electronic Attendance : Through the Electronic General Meeting System facility
(“eASY.KSEI”)
The Agenda for AGMS:
1. Approval of the Company’s Annual Report including Supervisory Report of the Board of Commissioners,
and ratification of the Company’s Financial Statements for the financial year 2023, as well as granting
full discharge and release of responsibilities (acquit et de charge) to the Company’s Board of Directors
and Board of Commissioners for all management and supervisory actions during the financial year 2023.
2. Approval of the use of the Company’s net profit for the financial year 2023.
3. Approval of the appointment of Public Accountant and/or Public Accounting Firm to conduct an audit the
Company’s Financial Statements for the financial year 2024.
4. Approval of the determination of salary or honorarium and/or other allowances for members of the
Company’s Board of Commissioners and Board of Directors for the financial year 2024.
5. Approval of the changes to the composition of members of the Company's Board of Commissioners
and/or Board of Directors.
The Agenda for EGMS:
1. Approval of the Company's plan to reduce capital by canceling some of the shares buyback (treasury
shares) of the Company.
2. Approval of the Company’s plan to implement the Management and Employee Stock Ownership
Program (MESOP Program) that comes from the transfer of some shares resulting from the shares
buyback (treasury shares) of the Company.
Explanations of the AGMS Agenda:
1. The first, second, third, and forth Meeting Agenda are agenda items that are regularly discussed and
proposed for approval at the Company’s AGMS, in compliance with the provisions of the Company’s
article of association, Law No. 40 of 2007 concerning Limited Liability Company (the “Company Law”),
and the relevant Financial Services Authority (Otoritas Jasa Keuangan/”FSA”) Regulations.
2. The fifth Meeting Agenda is held in compliance with the provisions of the Company’s article of
association, the Company Law, and FSA Regulation No. 33/POJK.04/2014.
Explanations of the EGMS Agenda:
1. The first Meeting Agenda is proposed in the context of the Company’s plan to reduce capital by
canceling some treasury shares with a maximum amount of 625,506,721 (six hundred twenty-five million
five hundred six thousand seven hundred twenty-one) shares by referring to the Company Law and FSA
Regulation No. 29 of 2023 (“POJK 29/2023”).
2. The second Meeting Agenda is proposed in the context of the Company's plan to implement the
Management and Employee Stock Ownership Program (MESOP Program) Period 2 by transferring
some treasury shares with a maximum amount of 409,939,422 (four hundred nine million nine hundred
thirty-nine thousand four hundred twenty-two) shares by referring to POJK 29/2023.
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Further information regarding the proposed EGMS Agendas can be seen in the Disclosure of Information
that has been published during the Meeting Announcement on May 15, 2024 and was made available on the
Company’s website. Meanwhile, the Amendments and/or Additional Disclosure of Information is announced
simultaneously with this Meeting Invitation. Further, the Company will announce any change to and/or
additional information on the Disclosure of Information (if any) at the latest 2 working days before the
Meeting.
NOTES:
I. General Provisions:
1. The Company will not send a separate invitation to the shareholders and this invitation notice shall
serve as an official invitation to the Company’s shareholders. This invitation can also be viewed on
the Company's website (“www.deltadunia.com”), the Indonesia Stock Exchange website, and the
eASY.KSEI application.
2. The shareholders who are entitled to attend or be represented in the Meeting are the shareholders
whose names are recorded in the Shareholders’ Registry as well as the holders of securities
account in the Collective Depository of the Indonesia Central Securities Depository (“KSEI”) on
Wednesday, May 29, 2024 until 4.00 pm Western Indonesian Time.
3. The Meeting materials are available at the Company’s website from the date of this Invitation to the
date of the Meeting.
4. Members of the Board of Commissioners, Board of Directors or employees of the Company may act
as proxies of the shareholders in the Meeting, but they are not entitled to cast vote. If a proxy is
provided electronically, members of the Board of Commissioners, Board of Directors and employees
of the Company may not act as proxies of the shareholders as stipulated in the FSA Regulation No.
15/POJK.04/2020.
5. The Meeting will be held with the following mechanism:
a. by physical attendance with limited capacity; or
b. by electronic attendance through an eASY.KSEI application.
II. Mechanism of Physical Meeting Attendance:
1. The Company limits the number of participants attending the Meeting based on the first come, first
serve basis according to the capacity of the venue.
2. Required documents for physical Meeting:
a. Shareholders are required to submit a photocopy of Identity Card (Kartu Tanda Penduduk/“ID
Card”) or other valid proof of identity to the registry official before entering the Meeting room.
b. The corporate shareholders are required to submit to the registry official, photocopies of their
latest articles of association and the notarial deed showing their current management
composition.
c. Shareholders who are represented by their own proxies to attend the physical Meeting are
required to submit a valid power of attorney with sufficient stamp duty and a photocopy of ID
Cards of both the authorizer and the attorney.
III. Mechanism of Electronic Meeting Attendance:
1. For shareholders who prefer to attend the Meeting electronically, may access the e-GMS platform
via the eASY.KSEI application and a zoom webinar via Tayangan RUPS module at the AKSes.KSEI
facility.
2. Considering a limited capacity, therefore the shareholders are advised to register and attend the
Meeting electronically through the eASY.KSEI application at https://akses.ksei.co.id.
3. Guidelines for registration and description regarding the eASY.KSEI application (e-Proxy and
e-Voting) can be found at https://akses.ksei.co.id and/or at the Company’s website.
IV. Granting Power of Attorney to the Independent Representative:
1. The Company has appointed its Securities Administration Bureau, PT Datindo Entrycom
(“Datindo”) as an independent party who will represent shareholders to attend and cast votes at the
Meeting.
2. Shareholders who are unable to attend the Meeting are encouraged to give power of attorney of
their attendance ("e-Proxy") and their votes electronically (“e-Voting”) to Datindo. The facility of e-
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Proxy and e-Voting can be accessed on the eASY.KSEI application at https://akses.ksei.co.id from
the date of this Meeting Invitation until Thursday, June 20, 2024 at 12.00 noon Western Indonesian
Time.
3. In the event that a shareholder is unable to attend the Meeting, but they do not have access to the
eASY.KSEI system, they can still provide power of attorney to Datindo in writing, by filling out the
Power of Attorney Form which is available on the Company's website. The power of attorney form
shall be signed on a stamp duty of Rp. 10,000,- and accompanied by a photocopy of ID Cards of
both the authorizer and the attorney. Meanwhile for the corporate shareholders, in addition to ID
Cards, the submission must be accompanied with photocopies of their latest articles of association
and notarial deed showing their current management composition at the Meeting. The power of
attorney which is signed in overseas shall be firstly legalized by a local Public Notary and Indonesian
Embassy/Consulate office.
4. Shareholders who give their power of attorney in writing are expected to include their votes on each
Meeting agenda in the power of attorney form.
5. The original power of attorney and all documents as stipulated in item IV.3 above must have been
received by the Company's Securities Administration Bureau office, PT Datindo Entrycom, Jl.
Hayam Wuruk No. 28, Jakarta 10120, Tel: (021) 3508077, Fax: (021) 3508078, email:
corpsec@deltadunia.com; irteam@deltadunia.com; and dm@datindo.com, no later than 2
working days prior to the Meeting, which is on June 19, 2024.
V. The Provisions of Safety and Health Protocol:
Shareholders, their proxies, and other participants who will physically attend and participate in the
Meeting are still required to comply with the provisions of health and safety protocol stipulated as
follows:
1. The Company limits the number of physical attendees at the Meeting on the first come, first serve
basis according to the capacity of the venue.
2. Meeting participants must wear medical masks in the Meeting room.
3. Meeting participants with health problems such as fever, cough/cold, flu, sore throat, or other
symptoms are not allowed to enter the Meeting room.
4. The Company has the right and authority to forbid the shareholders, their proxies or other
participants from entering the Meeting room if they do not meet the requirements of health and
safety protocols as described above.
5. To ensure an orderly, smooth, and timely Meeting, the shareholders or their proxies are respectfully
advised to be present at the Meeting venue no later than 30 (thirty) minutes before the
Meeting commences.
Should there be any changes and/or additional information regarding the procedures for holding the Meeting
in connection with the latest conditions and developments that have not been conveyed in this Invitation, we
will announce it on the Company's website www.deltadunia.com.
Jakarta, May 30, 2024
The Company’s Board of Directors
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