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20240522_PURA_Pemanggilan RUPS_31641921_lamp2.pdf

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Page 1
                          INVITATION
        ANNUAL GENERAL MEETING OF SHAREHOLDERS (AGMS)
  AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (EGMS)
                PT PUTRA RAJAWALI KENCANA Tbk

The directors of the company PT PUTRA RAJAWALI KENCANA Tbk. (the “Company”),
hereby invites the Shareholders to attend the AGMS and EGMS, hereinafter referred to as the
(“Meeting”), which will be held on:
       Day, Date      : Thursday, June 13, 2023
       Time           : 14.00 WIB - finished
       Venue          : PT Putra Rajawali Kencana Tbk Meeting Room, 2nd Floor Ruko
                      Section One Block F10, Jalan Rungkut Industri Raya I Kendangsari,
                      Tenggilis Mejoyo, Surabaya City.

Joining Instructions   : Access the KSEI Meeting Electronic Facilities System (eASY.KSEI)
                       via the link https://akses.ksei.co.id/ provided by KSEI

Agenda of AGMS
1) Approval of the Company's Annual Report including ratification of the Company's Annual
   Financial Statements for the financial year ending December 31, 2023 and granting release
   and discharge of responsibility (acquit et de charge) to all members of the Board of
   Directors and Board of Commissioners of the Company for their management and
   supervisory actions carried out in the financial year ending December 31, 2023.
2) Approval and determination of the use of the Company's net profit obtained in the financial
   year ending December 31, 2023.
3) Approval for the appointment of a Public Accountant and/or Public Accountant Office to
   conduct an audit of the Company's Financial Statements ending December 31, 2024.
4) Approval of the determination of salary or honorarium and other allowances for Members
   of the Board of Directors and Board of Commissioners of the Company.
5) Realization Report on the Use of Public Offering Proceeds.

Agenda of EGMS:
1) Approval of the Reappointment of Directors.
2) Approval of the Reappointment of Members of the Board of Commissioners.

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 www.puratrans.com and the eASY.KSEI. This meeting was
    initiated by Issuer, with additional notes Meetings are held in a hybrid manner. The
    presence of shareholders is limited to a maximum of ten persons.
2. Materials related to the Meeting are available at the Company’s office as of the Invitation
    date on May 22, 2024 and up to the Meeting’s date on June 13, 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 21, 2024.
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4.  Shareholders can participate in the Meeting by either:
   a. physically attending the Meeting; or
   b. electronically attending the Meeting through the eASY.KSEI.
5. As mentioned in item 4 letter b, shareholders who wish to attend electronically must be
    local individual shareholders who have shares deposited in KSEI’s collective custody.
6. Shareholders can utilize the eASY.KSEI by accessing the application 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 each Company.
    Other terms can be found in the attached document on the ‘Meeting Info’ feature in the
    eASY.KSEI and/or Meeting invitations posted at the websites of the respective Company.
    The Company retains the right more terms in relation to shareholders or shareholder
    representatives’ physical participation in the Meeting.
8. Shareholders who wish to 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 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.
10. Prior to entering the Meeting room, all shareholders or representatives who wish to
    participate in the meeting physically must first fill in the attendance list and show original
    proofs of identity.
11. 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.
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    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 register
        their attendance through the eASY.KSEI electronically 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. As mentioned in points number i – iv, lateness or electronic registration failures, for
        whatever reason that cause shareholders or their representatives to not attend the
        Meeting electronically, 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 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.
c. 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 11 letter a number 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. 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 2 (two) minutes. A “Voting for Agenda item no [
        ] has started” status would be displayed at the ‘General Meeting Flow Text’ column
        during the electronic voting time. 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. Each Company can set their own policies on electronic voting time for
        each of its Meeting agendas (with a maximum of two minutes per Meeting agenda)
        and include them in the Meeting’s Guideline through the eASY.KSEI.
 d.     Watch the Meeting through Tayangan RUPS
   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
        webinar through the eASY.KSEI menu, submenu Tayangan RUPS, which is located
        in the AKSes facility (https://akses.ksei.co.id/).
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     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 11 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 11 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
           meeting agenda, including using 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 Mozilla Firefox as the
           browser for the best experience in using the eASY.KSEI and/or Tayangan RUPS.

12. Mechanism of Power of Attorney
   a. The Company appeals to Shareholders whose shares are in KSEI Collective Custody to
       provide power of attorney electronically ("e-Proxy"), including voting for each agenda
       item of the Meeting, to representatives appointed by the Company's Registrar (PT
       BIMA REGISTRA) in the facility eASY.KSEI which is available on the KSEI
       Securities Ownership Reference/Access Reference website with the link
       https://akses.ksei.co.id;
       - The granting of power of attorney electronically/e-Proxy must comply with the
          procedures, terms and conditions set by KSEI.
       - Especially for Shareholders who have provided e-Proxy, Shareholders can submit
          questions or opinions on the agenda of the Meeting via email to info@puratrans.com
          no later than 2 working days prior to the date of the Meeting.
   b. In addition to the electronic power of attorney/e-Proxy mentioned above, Shareholders
       can provide power of attorney outside the eASY.KSEI mechanism. In this regard, a
       power of attorney form can be obtained every working day during working hours at the
       Company's office on Jalan Rungkut Industri I Blok F 10, Kendangsari Subdistrict,
       Tenggilis Mejoyo District, Surabaya City or download the power of attorney format
       from the Company's website https://www.puratrans.com power of attorney must be sent
       along with the supporting documents and must be received by the Board of Directors
       of the Company at the Company's office at the address as above, no later than 2 working
       days prior to the date of the Meeting. Members of the Board of Directors, members of
       the Board of Commissioners and employees of the Company can act as proxies at the
       Meeting but the votes they cast as proxies are not counted in the voting.
13. Shareholders or Proxies who attend the Meeting are required to comply with all health
    procedures, policies and other arrangements implemented by the Company and the
    building management where the Meeting is held.
   a. Shareholders or their proxies who will attend the Meeting are asked to show their
       Identity Card (KTP) or other valid proof of identity and submit a photocopy of it to the
       registrar before entering the Meeting room.
Page 5
   b. Shareholders in the form of a legal entity are required to submit photocopies of the
        articles of association and amendments thereto, letters of approval/approval from the
        competent authority and deeds/documents containing changes to the composition of the
        last board of directors who were in office when the Meeting was held.
   c. Shareholders whose shares are in Collective Custody (KSEI) are required to show
        Written Confirmation for the GMS (KTUR).
14. The Company's annual report for the fiscal year ending on 31 December 2023 is available
    for inspection by shareholders at the Company's head office from the date of the invitation
    to the Meeting until the date of the Meeting, and can be obtained from the Company upon
    written request from the Shareholders.
15. Shareholders or their proxies are warmly invited to arrive at the Meeting room 30 minutes
    before the Meeting begins to assist with arrangements and ensure an orderly Meeting.


                                Surabaya, May 22, 2024
                          PT PUTRA RAJAWALI KENCANA Tbk
                                   Board of Director

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linked org PUTRA RAJAWALI KENCANA Tbk p.1 ×11
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