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20240513_CNTX_Ringkasan Risalah//Risalah RUPS_31637808_lamp3.pdf
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SUMMARY OF THE MINUTES OF
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT. CENTURY TEXTILE INDUSTRY TBK ABBREVIATED PT. CENTEX TBK
In compliance with the provision of paragraph (1) of Article 49 of the Regulation of the Indonesia
Financial Services Authority (Otoritas Jasa Keuangan/OJK) Number 15/POJK.04/2020 regarding the Plan
and Implementation of General Meeting of Shareholders of Public Companies (“FSA Regulation
15/2020”), PT. Century Textile Industry Tbk abbreviated PT. Centex Tbk, having its domicile in East
Jakarta and its address at Jl. Raya Bogor Km. 27, RT 005, RW 003, Kelurahan Ciracas, Kecamatan
Ciracas, East Jakarta (the “Company”) makes a summary of the Minutes of the Extraordinary General
Meeting of Shareholders (EGM) of the Company. In this summary of the minutes, Meeting means the
EGM of the Company.
This Summary of the Minutes of the Meeting contains information in accordance with the provision of
paragraph (1) of Article 51 of the FSA Regulation 15/2020.
A. Day, date, venue, time and agenda items of the Meeting
The day and date of the Meeting is Wednesday, 8 May 2024 and the venue of the Meeting is at the
Company’s Factory, Cenderawasih Room, Jalan Raya Bogor Km 27, Ciracas, East Jakarta 13740
Time of Meeting: 09:45 until 10:00 am West Indonesia Time.
Agenda item: Change in the composition of the Board of Directors of the Company.
B. Members of the Board of Directors and the Board of Commissioners of the Company attending the
Meeting
Board of Directors:
- Director : Mr. Masamitsu Kamada; and
- Director : Mr. Tomoaki Nakajima.
Board of Commissioners:
- Independent Commissioner : Mr. Satryo Soemantri Brodjonegoro.
C. Number of shares with legal voting rights whose holders/owners were present and/or represented by
their proxies in the Meeting and its percentage of the total number of shares with legal voting
rights, namely 200,000,000 (consisting of 70,000,000 series A shares and 130,000,000 series B
shares)
The number of shares whose holders/owners or their proxies were present or represented at the
Meetings are 51,559,000 (fifty-one million five hundred fifty-nine thousand) series A shares and
130,000,000 (one hundred and thirty million) series B shares or 90.78% (ninety point seven eight
percent) of all of the series A and series B shares, issued by the Company.
D. Giving the opportunity to ask questions and/or give opinions related to the agenda item of the
Meeting
At the end of the discussion of the agenda item of the Meeting, the Chairman of the Meeting provided
an opportunity to the shareholders or their legal proxies who attended the Meeting to riase questions
and/or give comments.
E. The number of shareholders who asked questions and/or gave opinions related to the agenda item
of the Meeting
There was no shareholder or proxy of shareholder who raised questions and responses in the agenda
item of the Meeting.
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F. Meeting decision-making mechanism
In accordance with paragraph 23.8 of Article 23 of the Company’s Articles of Association which is
also set out in the Procedural Rules for the Meeting distributed to the shareholders and their proxies
attending the Meeting, the adoption of resolutions were done by deliberation to reach consensus. In
case consensus is not reached, the resolutions shall be adopted by voting based on the affirmative
votes of more than 1/2 (half) of the total number of votes legally cast in the Meeting for all of the
resolutions of the Meeting.
G. Results of voting for the resolutions of the Meeting
Because there are no shareholders or proxies of shareholders who do not approve or cast a blank vote
for the proposed resolutions in the agenda item of the Meeting, no voting was conducted.
H. Resolutions of the Meeting
1. The resignations of Mr. Toshiyuki Takahashi and Mr. Masamitsu Kamada from their respective
position as the President Director and a Director of the Company, both effective as of the closing
of the Meeting was accepted and approved.
2. It was approved to appoint:
a. Mr. Masamitsu Kamada as the President Director of the Company, and
b. Mr. Hideki Okada as a Director of the Company,
-both effective as of the closing of this Meeting.
3. It was confirmed that for the term of offices effective as of the closing of the Meeting until the
closing of the fourth subsequent Annual General Meeting of Shareholders of the Company
following the Meeting, provided that a General Meeting of Shareholders of the Company is
entitled to discharge them at anytime for any reasons in accordance with the prevailing rules and
regulations, the composition of the Board of Directors of the Company is as follows:
-President Director : Mr. Masamitsu Kamada;
-Vice President Director : Mr. Muljadi Budiman;
-Director : Mr. Tomoaki Nakajima;
-Director : Mr. Teh Hock Soon; and
-Director : Mr. Hideki Okada.
4. The Board of Directors of the Company and/or Mr. Wawan Sunaryawan, SH, either jointly as
well as individually, are authorized to state part or all resolutions adopted in the Meeting in a
deed in front of a notary and to do all required actions for the purpose of notification to the
Minister of Law and Human Rights of the Republic of Indonesia regarding the change in the
composition of the Board of Directors of the Company as resolved in the Meeting and to make
any amendments and or additions thereto, if required by the competent authorities.
-This power of attorney is granted with the following conditions:
(a) this power is granted with the right to delegate this power to other persons;
(b) this power shall be effective as of the closing of the Meeting; and
(c) the Meeting agrees to ratify all acts performed by the attorney by virtue of this power of
attorney.
Thus, this Minutes of the Meeting is made in accordance with the provision of paragraph (1) Article 51 of
FSA Reg. 15/2020.
Jakarta, 13 May 2024
Board of Directors of the Company
Names mentioned 13 people and organisations named in the text · linked when the evidence is strong
unresolved
org
CENTEX TBK
p.1 ×4
unresolved
org
Financial Services Authority
p.1
unresolved
person
Toshiyuki Takahashi
p.2
unresolved
person
Wawan Sunaryawan
p.2
unresolved
org
Minister of Law and Human Rights
p.2
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