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20240506_PGEO_Pemanggilan RUPS_31635480_lamp2.pdf
RUPS notice Text extracted PGEOSource file signed link, expires in 15 minutes
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II PERTAMINA
GEOTHERMAL ENERGY
4. Approval of Determination of Remuneration, Allowances and Other Facilities for
the Financial Year 2024 and appreciation for Performance (Tantiem) for the 2023
Financial Year for the Company's Directors and Board of Commissioners.
5. Report of the Use of Proceed from the Company's IPO.
6. Report on the Implementation of the MESOP Program and Approval of the Granting
of Power to the Board of Commissioners to Increase Fully Paid Up and Placed
Capital in the Context of Implementing the MESOP Program.
7. Approval of changes in Company's Management.
Explanation of Each Agenda of Meeting
Agenda 1 : Approval and Ratification of the Annual Report including the Company's
Consolidated Financial Report and the Board of Commissioners'
Supervisory Report for the financial year ending 31 December 2023
accompanied by the Provision of Full Repayment and Release of
Responsibility (volledig acquit et de-charge) to the Directors and Board
of Commissioners.
Pursuant to Article 66 paragraph (1) and Article 69 paragraph (1) of
Law Number 40 of 2007 on Limited Liability Company ("Company
Law"); and Article 9 paragraph (4) of the Company's Articles of
Association that the Annual Report requires the approval of the GMS,
which includes the Board of Commissioners' Supervisory Report and
Financial Statements that require the ratification of the GMS.
Agenda 2 Approval of the Determination of the Utilization of the Company's Net
Profit for the Financial Year 2023.
Pursuant to Article 70 and 71paragraph (1) of Company Law; and
Article 9 paragraph (4) of the Company's Articles of Association that the
determination of the utilization of the net profit is decided in the GMS.
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II PERTAMINA
GEOTHERMAL ENERGY
Agenda 3 Approval on the Appointment of a Public Accountant Firm to audit of the
Company's Financial Statements for the Financial Year 2024 with the
Granting Authority to the Company's Directors and Board of
Commissioners to determine the honorarium and other requirements
for the appointment.
Pursuant to Article 59 of Financial Services Authority Regulation
Number l 5/POJK.04/2020 on the Plan and Implementation of General
Meeting of Shareholders of Public Companies ("POJK 15/2020");
Article 13 of Financial Services Authority Regulation Number
13/POJK.03/2017 on Utilization of the Services of Public Accountant
and Public Accounting Firm in Financial Services Activities ("POJK
13/2017"); and Article 9 paragraph (4) of the Company's
Articles of Association states that the appointment of a
registered public accountant firm to audit the Financial Statements
requires an approval of GMS.
Agenda 4 Approval of Determination of Remuneration, Allowances and Other
Facilities for the Financial Year 2024 and appreciation for Performance
(Tantiem) for the Financial Year 2023 for the Company's Directors and
Board of Commissioners.
Pursuant to Article 96 and Article 113 of Company L aw; Regulation of
the Minister of SOEs No. PER-04/MBU/2014 on Guidelines for
Determining the Income of Directors, Board of Commissioners, and
Supervisory Board of SOEs as last amended by Regulation of the
Minister of SOEs No. PER-13/MBU/09/2021; and Article 14 paragraph
(16) and Article 18 paragraph (4) letter C.XII of the Company's Articles
of Association that (i) the amount of remuneration and allowances of
the Board of Directors of the Company shall be determined by the
resolution of the GMS and such authority can be bestowed upon the
Board of Commissioners and (ii) the remuneration or honorarium
and allowances of the Board of Commissioners shall be
determined by the GMS.
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II PERTAMINA
GEOTHERMAL ENERGY
Notes
1. The Company will not send separate invitations to Shareholders since this Call is
considered an official invitation in accordance with Article 17 paragraph (1) in
conjunction with Article 52 paragraph (1) of the Financial Services Authority
Regulation No. 15/PO JK.04/2020 and Article 10 paragraph (2) and (5) of the
Company's Articles of Association. This invitation is also accessible on the
Company's website (www.pge.pertamina.com) and the eASY.KSEI application
(https://akses.ksei.co.id).
2. Shareholders eligible to attend the Meeting are those whose names are recorded in
the Company's Shareholders List or are the owners of securities account balances in
the Collective Custody of PT Kustodian Sentral Efek Indonesia (hereinafter referred
to as 11KSEl11) at the close of trading on the Exchange on the 1 (one) working day
before the Meeting Call, which is on Friday, May 03, 2024, at 4:00 PM WIB.
3. The Company provides Meeting materials available for download on the
Company's website from the date of the Call on May 6, 2024, until the Meeting is
held on May 28, 2024, as per the Company's information above.
4. Shareholder participation in the Meeting can be done through the following
mechanisms:
a. Attend the Meeting physically; or
b. Attend the Meeting electronically through the eASY.KSEI application.
5. Shareholders who can attend electronically as mentioned in point 4 letter b are
individual local shareholders whose shares are held in the KSEI collective custody.
6. Shareholders or their proxies intending to attend the Meeting physically must comply
with the security and health protocols implemented by the Company, including but not
limited to:
a. In a fit and healthy condition and without symptoms resembling influenza (ILi -
Illness Like Influenza).
b. Adhering to a clean and healthy lifestyle, including wearing masks, especially
when unwell or in public places.
7. Shareholders or their proxies attending the Meeting must submit a
photocopy of their Identity Card (KTP) or other identification
to the Meeting O fficer before entering the room.
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Financial Services Authority
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Minister of SOEs No. PER-
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PT Kustodian Sentral Efek Indonesia
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