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20240502_ANJT_Pemanggilan RUPS_31633415_lamp2.pdf
RUPS notice Text extracted ANJTSource file signed link, expires in 15 minutes
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Page 1 OCR 0.942
PT AUSTINDO NUSANTARA JAYA Tbk. (the “Company”) NOTICE ANNUAL GENERAL MEETING OF SHAREHOLDERS The Board of Directors hereby invites the shareholders of the Company to attend the Annual General Meeting of Shareholders (the “Meeting” ), which will be held on: Date Wednesday, June 5, 2024 Time : 'Ipm West Indonesia Time (WIB) onwards Venue : Menara BTPN, 40" Floor Jalan Dr. Ide Anak Agung Gde Agung Kav 5.5 - 5.6 Kawasan Mega Kuningan Jakarta 12950 The agenda of the Meeting are as follows: 1. Approval and ratification on the Annual Report and Sustainability Report of the Company, which include the Report on the Supervisory Duties of the Board of Commissioners and the ratification of the Consolidated Financial Statements of the Company for the year ending on December 31, 2023, including the Consolidated Statement of Financial Position and Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ending on December 31, 2023 and granting of full release and discharge from responsibilities lacguit et de charge) to the Board of Directors and the Board of Commissioners of the Company for their management duties and supervisory duties carried out during the year ending on December 31, 2023. Note: In accordance with Article 69 and Article 78 paragraph 3 of the Law No. 40 Year 2007 regarding Limited Liability Company (the “Company Law") as well as Article 11 paragraph 4 and Article 21 paragraph 4 of the Articles of Association of the Company, the Board of Directors and the Board of Commissioners are obligated to submit the Annual Report of the Company which includes the Sustainability Report, the Report on the Supervisory Duties of the Board of Commissioners and the Consolidated Financial Statements of the Company to obtain the approval and ratification from the Meeting as well as to obtain full release and discharge from responsibilities lacguit et de charge).
Page 2 OCR 0.954
Stipulation of use of net profit of the Company for the year ending on December 31, 2023. Note: In accordance with Article 71 of the Company Law and Article 22 of the Articles of Association of the Company, the Board of Directors will propose the use of the net profit of the Company to be determined by the Meeting. Appointment of an Independent Public Accountant and Public Accounting Firm to carry out audit on the Company for the financial year of 2024 and to approve the honorarium of the Independent Public Accountant and Public Accounting firm so appointed. Note: In accordance with the Regulation of Financial Services Authority No. 13/POJK.03/2017 regarding the Engagement of Public Accountant and Auditing Firm in Financial Services Activities and Article 11 paragraph 4 of the Articles of Association of the Company, the Board of Commissioners of the Company will propose to the Meeting the plan of the appointment a Public Accountant of Mr. Susanto, S.E, CPA and Public Accounting Firm of Siddharta Widjaja & Rekan, which are listed in Financial Services Authority, respectively as a Public Accountant and the Public Accounting Firm to carry out audit of the Consolidated Financial Statements of the Company for the financial year of 2024, subject to the recommendation from the Audit Committee. In addition, the Company will propose to the Meeting to give authorities and powers to the Board of Commissioners and/or the Board of Directors with regard to that replacement of the Public Accountant and Public Accounting Firm, if the appointed Public Accountant and Public Accounting Firm are unable to complete the audit services or unable to carry out the audit process of the Consolidated Financial Statements of the Company for the financial year of 2024, and stipulation of the honorarium of the Public Accountant and Public Accounting Firm so appointed. Stipulation of the amount of salary and honorarium as well as other allowances for the members of the Board of Directors and the Board of Commissioners for the financial year of 2024. Note: In accordance with Article 15 paragraph 6 and Article 18 paragraph 7 of the Articles of Association of the Company, the members of the Board of Directors and the Board of Commissioners are entitled to obtain salary and honorarium as well as other allowances as determined by the General Meeting of Shareholders. The Company will propose to the Meeting to grant such authorities and powers to the Nomination and Remuneration Committee, one of the committees under the Board of Commissioners of the Company, to determine the salary and/or honorarium and other benefits for members of the Board of Directors. The salary and/or honorarium and other allowances for members of the Board of Commissioners of the Company for the financial year of 2024 is the same amount with the previous financial year and/or with a maximum increase of 20Y6 from the previous financial year on an average for each member of the Board of Commissioners of the Company.
Page 3 OCR 0.944
Important Note:
1.
2.
The Company does not send a separate invitation to the shareholders and therefore,
this notice serves as an official invitation of the Meeting.
The Meeting will be held in accordance with the Regulation of Financial Services
Authority No. 15/POJK.04/2020 regarding Planning and Holding of General Meetings of
Shareholders of Public Companies and the Regulation of Financial Services Authority
No. 16/POJK.04/2020 regarding Implementation of the Electonic General Meetings of
Shareholders of Public Companies. The Meeting has used the KSEI Electronic General
Meeting System application (the "eASY.KSEI Application") provided by PT Kustodian
Sentral Efek Indonesia ("KSEI").
The parties entitled to present or represented in the Meeting are the shareholders
whose names are registered in the Shareholders Register of the Company on May 2,
2024 until 16.00 PM WIB and/or the holders of securities account with KSEI on May 2,
2024 until the closing of the stock trading at the Indonesia Stock Exchange on that date.
The Company urges shareholders who are entitled to attend the Meeting and whose
shares are included in KSEI's collective custody, to attend the Meeting electronically or
provide power of attorney to the Company's Securities Administration Bureau / Shares
Registrar, PT Datindo Entrycom, through the eASY.KSEI Application on
https://akses.ksei.co.id/ which is provided by KSEI as an electronic proxy mechanism
in relation to the Meeting, by following the provision as stated in number 6 below.
In the event the shareholders will provide a proxy to attend the Meeting outside the
@ASY.KSEI Application mechanism, the shareholders can download a power of attorney,
which is available on the website of the Company (http://anj-aroup.com/). The
shareholders or their attorneys-in-fact must present photocopy of Kartu Tanda
Penduduk or other identity card to the registration officer before entering the venue of
the Meeting. The shareholders of the Company which are a legal entity must present a
photocopy of the articles of association and their amendment, ratification/approval
from the authorities and the deed relating to the latest change to the composition of
the Board of Directors (showing the directors holding the office when the Meeting is
held).
The shareholders may attend the Meeting electronically through the eASY.KSEI
Application provided by KSEI. To use the eASY.KSEI Application, the shareholders can
access the eASY.KSEI menu located at the AKSes facility http://access.ksei.co.id/ with
due observance of the following provisions:
a. The shareholders shall inform their attendance or appoint their proxies and/or
provide vote in the eASY.KSEI Application, no later than 12.00 PM WIB on 1 (one)
business day prior to the date of the Meeting.
The local individual shareholders who have not informed their attendance or
appointed a proxy in the eASY.KSEI Application until the abovementioned
deadline and wish to attend the Meeting electronically must register their
attendance in the eASY.KSEI Application on the Meeting date until the Meeting
registration period by means of electronic is closed by the Company.
b. If the shareholders have not cast their votes for at least 1 (one) agenda item of
the Meeting in the eASY.KSEI Application until the deadline in accordance with
letter a above, such shareholders must register their attendance electronically
through the eASY.KSEI Application on the date of the Meeting until the Meeting
registration period by means of electronic is closed by the Company.
Page 4 OCR 0.937
10. Cc. The shareholders who will attend or provide their proxies electronically for the Meeting through the eASY.KSEI Application must observe the following provisions: i. Registration process: ii. Process for submission of guestions and/or opinions electronically, iii. Voting process: iv. Meeting live. The Company will provide the material of the agenda of Meeting for the shareholders of the Company at the main office of the Company and such material may be obtained by the shareholders by delivering a written reguest to the Company during the office hours in any working day as of the date of this notice until the date of the Meeting. The Company will not provide a hardcopy material on the date of the Meeting. Notary, the Company's Securities Administration Bureau/Shares Registrar and the Corporate Secretary of the Company, will check and count votes for the decision of each agenda of the Meeting, including the votes submitted by the shareholders through eASY.KSEI Application as referred to in item 4 above as well as votes cast at the Meeting. For the purpose of the proper order of the Meeting, the shareholders or their attorneys-in-fact who attend physically are expected to present at the venue of the Meeting, 30 (thirty) minutes before the commencement of the Meeting. The Company does not provide food and beverage as well as sowvenirs in relation to the Meeting. Jakarta, May 3, 2024 The Board of Directors of the Company
Names mentioned 8 people and organisations named in the text · linked when the evidence is strong
unresolved
person
Dr. Ide Anak Agung Gde Agung
p.1
unresolved
org
Financial Services Authority
p.2 ×4
unresolved
org
Siddharta Widjaja & Rekan
p.2
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.3
unresolved
org
Indonesia Stock Exchange
p.3
unresolved
org
PT Datindo Entrycom
p.3
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