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20240513_LPKR_Rencana Transaksi Perubahan Kegiatan Usaha_31638348_lamp1.pdf
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DISCLOSURE OF INFORMATION TO THE SHAREHOLDERS
RELATED TO
ADDITIONAL BUSINESS ACTIVITIES OF
PT LIPPO KARAWACI TBK (THE “COMPANY”)
THIS DISCLOSURE OF INFORMATION IS MADE IN COMPLIANCE WITH FINANCIAL SERVICES
AUTHORITY (“OJK”) REGULATION AS STIPULATED UNDER THE OJK REGULATION
NO.17/POJK.4/2020 REGARDING MATERIAL TRANSACTION AND CHANGE OF BUSINESS
ACTIVITIES
INFORMATION AS DESCRIBED IN THIS DISCLOSURE OF INFORMATION IS IMPORTANT AND
NEED TO BE CONSIDERED BY THE SHAREHOLDERS IN MAKING A DECISION IN RELATION
TO THE PROPOSED ADDITIONAL BUSINESS ACTIVITIES OF THE COMPANY
Business Activities:
Engages in the field of real estate, including but not limited to, owned or leased forms of real estate,
including development, purchase, sale, rental and operation of real estate, such as land, apartment
buildings, malls, shopping centers, hospitals, office buildings, hotels, sports centers, and other
supporting facilities, urban development, building development; providing accommodation, foods
and beverages; and other supporting forms of business that are conducted directly and indirectly
through investment or divestment of capital in other companies.
Domiciled in Tangerang, Indonesia
Head Office:
Menara Matahari, Lantai 22
Jl. Boulevard Palem Raya No. 7, Lippo Karawaci, Tangerang 15811, Banten, Indonesia
Telepon: +62 21 2566 9000
Website: www.lippokarawaci.co.id
Email: corsec@lippokarawaci.co.id
THE BOARD OF DIRECTORS, RESPECTIVELY AND COLLECTIVELY, ARE RESPONSIBLE
FOR THE ACCURACY AND COMPLETION OF THE MATERIAL INFORMATION OR FACTS SET
OUT IN THIS DISCLOSURE OF INFORMATION, AND AFTER CONDUCTING ADEQUATE
RESEARCH, AFFIRMS THAT TO THE BEST OF THEIR KNOWLEDGE THE INFORMATION
SET OUT IN THIS DISCLOSURE OF INFORMATION IS TRUE AND NOT MISLEADING.
IF YOU HAVE DIFFICULTY UNDERSTANDING THE INFORMATION CONTAINED IN THIS
DISCLOSURE OF INFORMATION OR UNSURE ABOUT MAKING A DECISION, YOU SHOULD
CONSULT WITH A SECURITIES BROKER, INVESTMENT MANAGER, LEGAL ADVISOR,
PUBLIC ACCOUNTANT OR OTHER PROFESSIONAL ADVISOR.
This Disclosure of Information is issued in Tangerang on 13 May 2024
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DEFINITION
Feasibility Study Report : Report on the Feasibility Study for the Addition of KBLI by
the Company as conducted by Public Appraisal Services
Office (KJPP) of Febriman, Siregar, dan Rekan No.
00410/2.0109-05/BS/03/0069/1/V/2024 dated 13 May
2024
Indonesian Standard : Indonesian Standard Business Field Classification as
Business Field Classification stipulated under Central Statistics Agency Regulation No.
or KBLI 2 of 2020 on the Indonesian Standard Industrial
Classification.
Financial Services Authority : Institutions that has the functions, duties and regulatory,
or OJK supervision, examination and investigation authority as
referred to under Law No. 21 of 2011 regarding Financial
Services Authority, as amended by Law No. 4 of 2023
regarding Development and Strengthening of the
Financial Sector as amended by Law No. 4 of 2023
regarding Development and Strengthening of the
Financial Sector.
POJK No. 15/2020 : Regulation of Financial Services Authority No.
15/POJK.04/2020 regarding Plan and Procedures for
General Meeting of Shareholders of Public Companies.
POJK No. 17/2020 : Regulation of Financial Services Authority No.
17/POJK.04/2020 regarding Material Transactions and
Changes of Business Activities.
Company : PT Lippo Karawaci Tbk., domiciled in Tangerang, Banten,
a public limited liability company established under and
based on the laws and regulations of the Republic of
Indonesia.
Addition of KBLI : Addition of new business activities of the Company, namely
KBLI 52214 (On Street Parking) and KBLI 52215 (Off
Street Parking).
I. FOREWORD
This Disclosure of Information to the Shareholders of the Company (“Disclosure of Information”)
is made with regards to the plan of the Company to add its business activities with reference to
the KBLI (“Additional Business Activities”). Pursuant to the applicable regulations, the
proposed Additional Business Activities requires the approval of the General Meeting of
Shareholders of the Company which is planned to be convened on 19 June 2024 (“GMS”) and
the Company must convey a Disclosure of Information regarding the proposed Additional
Business Activities.
In relation to the above-mentioned matters, the Company’s Board of Directors announced this
Disclosure of Information on the Company’s website and the Indonesian Stock Exchange’s
website in order to provide more complete information and description to the Company’s
Shareholders regarding the Additional Business Activities. The Company also provides data
related to the Additional Business Activities to the shareholders as of the Announcement of the
GMS and its supporting documents to OJK as stipulated under POJK No. 17/2020.
This Disclosure of Information is the basis for consideration for the Company's shareholders to
provide approval to the plan for Additional Business Activities, namely in the Addition of KBLI
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which will be proposed by the Company to the GMS.
II. BRIEF DESCRIPTION OF THE COMPANY
A. Brief History of the Company
PT Lippo Karawaci Tbk (the “Company”) is a public limited liability company, which engages in
the business of real estate and urban development and its supporting facilities as well as
business activities of the Company are running business in real estate and urban development
company and their supporting facilities and running business in service sector, including the
construction of housing, offices, industry, hotels, hospitals, shopping centers, public facilities,
hospitality, health services and their facilities, either directly or through investment or disposal
(divestment) of capital in relation to the main business activities of the Company in other the
companies.
The Company was established as PT Tunggal Reksakencana on 15 October 1990 based on
the Deed of Establishment No. 233, drawn up before Misahardi Wilamarta, SH, Notary Public
in Jakarta (“Deed of Company Establishment”). The Company's Deed of Establishment was
ratified by the Ministry of Justice of the Republic of Indonesia by the Decree No.
C2.6974.HT.01.01-Th'91 dated 22 November 1991 and was announced in the State Gazette
of the Republic of Indonesia No. 62, Supplement to the State Gazette No. 3593 dated 4 August
1992. The Company’s Articles of Association was amended several times, lastly with Deed
No. 8 dated 6 June 2022 drawn up before Aulia Taufani S.H., Notary in Jakarta. This
amendment was received and recorded in the database of the Legal Entity Administration
System of the Minister of Law and Human Rights telah diterima (“MOLHR”) based on the
Receipt of Notification on Amendment to Articles of Association No. AH.01.03-025469 dated
23 June 2022 (“Articles of Association”).
The company's head office is at Menara Matahari Lt. 22, Jl. Boulevard Palem Raya No. 7, Lippo
Karawaci, Tangerang 15811, Banten, Indonesia.
B. Business Activities of the Company
Based on Article 3 of the Company’s Articles of Association, the aims and objectives as well
as business activities of the Company are engaging business in real estate and urban
development company and their supporting facilities and running business in service sector,
including the construction of housing, offices, industry, hotels, hospitals, shopping centers, public
facilities, hospitality, health services and their facilities, either directly or through investment or
disposal (divestment) of capital in relation to the main business activities of the Company in other
the companies.
Furthermore, the Company will make amendments to Article 3 of the Company's Articles of
Association regarding the Aims and Objectives and Business Activities of the Company in
accordance with the Addition of KBLI.
C. Capital Structure and Composition of Shareholders of the Company
As of the issuance date of this Disclosure of Information, the Company’s capital structure is
as follows:
Description Total Total Nominal Value
Shares (Rp)
@Rp100
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Authorized Capital 92,000,000,000 9,200,000,000,000
Paid-Up and Issued Capital 70,898,018,369 7,089,801,836,900
Based on the Monthly Report on the Registration of Company's Stock Holders prepared by
PT Sharestar Indonesia as the Company's Securities Administration Bureau, the
shareholding composition of the Company as of 30 April 2024 is as follows:
Shareholders Total Nominal Value Percentage
Shares (Rp) (%)
@Rp100
PT Inti Anugerah Pratama 18,161,073,458 1,816,107,345,800 25.62
Sierra Corporation 11,259,645,290 1,125,964,529,000 15.88
PT Primantara Utama 7,371,500,000 737,150,000,000 10.4
Sejahtera
Public (each less than 5%) 34,085,099,021 3,408,509,902,100 48.07
Total Outstanding Shares 70,877,317,769 7,087,731,776,900
Treasury Shares 20,700,600 2,070,060,000 0.03
Total Paid-Up and Issued 70,898,018,369 7,089,801,836,900 100
Capital
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III. SUMMARY OF REPORT OF THE APPRAISER
Summary of Feasibility Study based on Report No. 00410/2.0109-
05/BS/03/0069/1/V/2024 dated 13 May 2024
The Company has appointed Public Appraisal Services Office (KJPP) Febriman, Siregar &
Rekan (“KJPP FSR”), a registered KJPP which is licensed by the Minister of Finance based on
Decree of the Minister of Finance No. 459/KM.1/2020 dated 17 September 2020 and is
registered as capital market supporting profession under the Financial Services Authority (OJK)
based on Surat Tanda Terdaftar (STTD) Profesi Penunjang Pasar Modal from OJK No.
STTD.PPB-41/PM.223/2019 dated 31 July 2019 as Appraiser of Asset/Property and Business
in the Capital Market. Hereby acts to carry out assessments objectively without any conflict of
interest and have the competence to carry out assignments as an Independent Appraiser for the
preparation of feasibility study related to the proposed Additional Business Activities namely
regarding Addition of KBLI with cut-off date as of 31 December 2023 (“Feasibility Study”).
Purposes and Objectives
To assess the feasibility of the business in relation to the proposed Additional Business Activities,
namely parking management activities. This Feasibility Study is prepared to comply with the
regulations as stated under POJK No. 17/2020, which requires an appraiser to provide feasibility
study related to the change of business activities.
Addition of KBLI to be included to the Company’s Articles of Association is as follows:
No. No. KBLI Description
1. 52214 On Street Parking Activities
2. 52215 Off Street Parking Activities
Assumptions and Limiting Conditions
KJPP FSR in preparing the Feasibility Study used the following assumptions and limiting
conditions:
1. This Feasibility Study is a non-disclaimer opinion.
2. KJPP FSR has reviewed the documents needed in the assessment process.
3. The data and information obtained came from reliable sources which accuracy can be
trusted.
4. The financial projection used is adjusted to and reflected the reasonableness of the financial
projection made by the Company.
5. KJPP FSR is responsible for the implementation of this Feasibility Study and the fairness
of the financial projections.
6. This Feasibility Study Report is open to the public unless there is confidential information
that may affect the operations of the Company.
7. KJPP FSR is responsible for the Feasibility Study Report and the Conclusions.
8. KJPP FSR has obtained information on the legal status of the objects of the Feasibility
Study from the Company.
Business Feasibility Analysis
The Company’s business feasibility analysis is based on the financial projections in
accordance with the proposed Additional Business Activities. Feasibility of the investment
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is reviewed using various indicators such as Internal Rate of Return (IRR), Net Present
Value (NPV), and Payback Period where the proposed Additional Business Activities is
deemed feasible or profitable if:
Net Present Value is positive
Internal Rate Return is greater than the discount rate (the discount rate is 9.07%)
Payback period is faster than the projection period (projection period is 5 years)
Through the Feasibility Study, based on the criteria mentioned above, the below
parameter was obtained:
Internal Rate Net Present Payback
Return / IRR Value / NPV Period
IRR obtained is 64.38%, larger NPV showed a positive 3 years 5
than the discount factor used value of Rp8,963,278,156 months
Conclusions
Based on the study and analysis conducted to all aspects in order to define the feasibility
of the business, KJPP FSR is of the opinion that the proposed Additional Business
Activities plan is “FEASIBLE”.
IV. AVAILABILITY OF EXPERTS IN RELATION WITH THE ADDITIONAL
BUSINESS ACTIVITIES PLAN
In relation with the Additional Business Activities plan, currently the Company has sufficient
human resources who are competent to conduct the business activities.
V. EXPLANATION, CONSIDERATION AND REASONS FOR THE ADDITIONAL
BUSINESS ACTIVITIES
This parking business activities is an integral part of the real estate business which is
currently conducted by the Company. In order to improve the Company's performance in
the future, as a company operating in the real estate business it is integral to include parking
business activities into its main business activities.
Through the Additional Business Activities, the Company hopes to be able to optimize all
potential and opportunities and improve the Company's performance and profitability in
the future.
The profits obtained by the Company from the addition of KBLI are expected to support
the Company's long-term growth, as well as provide added value for the Company and its
shareholders.
VI. EXPLANATION ON THE IMPACT OF THE ADDITIONAL BUSINESS ACTIVITIES
ON THE FINANCIAL CONDITION OF THE COMPANY
This Addition of KBLI is projected to provide positive impact to the Company’s financial
conditions. As described in the Summary of Report of the Appraiser, the Company’s plan to
conduct Additional Business Activities is feasible based on the following parameter:
Net Present Value (NPV)
NPV produced showed a positive value of Rp8,963,278,156.
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Internal Rate of Return (IRR)
IRR obtained is of 64.38% larger than the used discount factor.
Profitability Index (PI)
PI obtained is 1.19.
Break Even Point (BEP)
BEP obtained is 41.00%.
Payback Period
Payback Period is for 3 years 5 months.
VII. INFORMATION ON THE GENERAL MEETING OF SHAREHOLDERS
The Company will convene an Annual GMTD to, among others, obtain the approval with regards
to the amendment of the Article 3 of the Company’s Articles of Association regarding purpose
and objectives and business activities of the Company, including discussion on the Feasibility
Study.
Annual GMS will be held physically and electronically by the Company on:
Day/Date : Wednesday/19 June 2024
Time : 14.00 WIB – finish
Venue : Hotel Aryaduta Jakarta, Jl. Prajurit KKO Usman dan Harun No.
44-48, Gambir, Jakarta Pusat 10110
The agenda items of the Company’s Annual GMS are as follows:
1. Approval on the Annual Report of the Company including the Board of Commissioners’
Supervisory Duties Report as well as Ratification of the Financial Statements of the
Company for the Financial Year Ended on 31 December 2023
2. Allocation of the Company’s net profit for the Financial Year Ended on 31 December
2023
3. Appointment of Public Accounting Firm and/or Public Accountant to Perform Audit on
the Company for the Financial Year Ended on 31 December 2024 including any other
audited Financial Statements as required by the Company
4. Amendment and Restatement of the Composition of the Members of the Board of
Directors and/or the Board of Commissioners of the Company
5. Determination of Remuneration for the Board of Commissioners and Board of Directors
for the Year of 2024
6. Approval on the Addition of Business Activities of the Company, including discussion
on the Feasibility Study regarding the Addition of the Company’s Business Activities
7. Amendment and Restatement of the Company’s Articles of Association
The Company’s Annual GMS will be convened based on the Articles of Association of the
Company and the prevailing OJK Regulations in relation to the General Meeting of
Shareholders.
Based on POJK No. 15/POJK.04/2020, the attendance and the resolution quorum for the
agenda of the Annual GMS are as follows:
1. For the first to fifth agenda item:
a. The Company’s GMS may be convened if the GMS is attended by more than 1/2 (one-
half) of the total number of shares with valid voting rights; and
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b. Resolution is valid if approved by more than 1/2 (one-half) of the total number of
shares with valid voting rights present at the GMS.
2. For the sixth to seventh agenda item:
a. The Company’s GMS may be convened if the GMS is attended by more than 2/3 (two-
thirds) of the total number of shares with valid voting rights; and
b. Resolution is valid if approved by more than 2/3 (two-thirds) of the total number of
shares with valid voting rights present at the GMS.
If the quorum is not met, the Company may convene a second meeting with the following
attendance and resolution quorum requirement:
1. For the first to fifth agenda item:
a. The Company’s GMS may be convened if the GMS is attended by more than 1/3 (one-
third) of the total number of shares with valid voting rights; and
b. Resolution is valid if approved by more than 1/2 (one-half) of the total number of shares
with valid voting rights present at the second GMS.
2. For the sixth to seventh agenda item:
a. The Company’s GMS may be convened if the GMS is attended by more than 3/5 (three
fifth) of the total number of shares with valid voting rights; and
b. Resolution is valid if approved by more than 1/2 (one-half) of the total number of shares
with valid voting rights present at the second GMS.
VIII. ADDITIONAL INFORMATION
If the Shareholders require further information, please contact the Company during working day
and hours (Monday – Friday at 08.30 – 17.30), to the following address:
PT Lippo Karawaci Tbk
Menara Matahari, Lantai 22
Jl. Boulevard Palem Raya No. 7, Lippo Karawaci, Tangerang 15811, Banten, Indonesia
Telpon: +62 21 2566 9000
Website: www.lippokarawaci.co.id
Email:corsec@lippokarawaci.co.id
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Names mentioned 17 people and organisations named in the text · linked when the evidence is strong
unresolved
org
FINANCIAL SERVICES AUTHORITY
p.1 ×6
unresolved
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PT Tunggal Reksakencana
p.3
unresolved
person
Misahardi Wilamarta
· Notaris
p.3
unresolved
org
Ministry of Justice
p.3
unresolved
person
Aulia Taufani S.H.
· Notaris
p.3
unresolved
org
Minister of Law and Human Rights
p.3
unresolved
org
PT Sharestar Indonesia
p.4
unresolved
org
PT Inti Anugerah Pratama
p.4
unresolved
org
Sierra Corporation
p.4
unresolved
—
Total Paid-Up and Issued
p.4
unresolved
org
Siregar & Rekan
p.5
unresolved
org
KJPP FSR
p.5 ×7
unresolved
org
Minister of Finance
p.5 ×2
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