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20240424_PRAY_Pemanggilan RUPS_31629216_lamp2.pdf

RUPS notice Text extracted PRAY

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                                  INVITATION
                   ANNUAL GENERAL MEETING OF SHAREHOLDERS
                       PT FAMON AWAL BROS SEDAYA TBK
                                 (‘Company”)

The Board of Directors of the Company hereby invite the Shareholders of the Company to
attend the Annual General Meeting of Shareholders (“Meeting”) which will be convened
physically and electronically through the Electronic General Meeting System KSEI facility
(“eASY.KSEI”) provided by PT Kustodian Sentral Efek Indonesia (“KSEI”) on:

Day, Date      : Monday, 20 May 2024
Time           : 10.00 Western Indonesian Time – Finish
Venue          : Rumah Raden Saleh
                 Jl. Raden Saleh No.40. Kel. Cikini, Kec. Menteng
                 Jakarta Pusat 10330

The agenda of the Meeting are as follows:

1.   Approval of the Annual Report of the Company, including the Report Board of Directors,
     the Report of the Supervisory Role of the Board of Commissioners, and ratification of the
     Company’s Audited Financial Statements for the financial year of 2023, which has been
     audited by Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Rekan (PKF) as the
     public accounting firm, and provide full acquittal and discharge (volledig acquit et de
     charge) to all of the members of the Board of Directors and Board of Commissioners of
     the Company for management and supervision performed during for the year ended
     December 31, 2023.

     Explanation :
     This Agenda is to comply with the provisions of Article 19 paragraph 2 (a) & (b) and
     paragraph 3 of the Company's Articles of Association in conjunction with Article 69 of Law
     Number 40 of 2007 concerning Limited Liability Companies.

2.   Approval on the determination of the use of the Company’s net profit for the fiscal year
     ended on December 31, 2023.

     Explanation :
     This agenda item is to comply with the provisions of Article 19 paragraph 2 (c) of the
     Company's Articles of Association in conjunction with Article 71 of Law Number 40 of 2007
     concerning Limited Liability Companies.

3.   Approval on the appointment of the Independent Public Accountant and/or Public
     Accountant Firm to audit the consolidated financial statements of the Company for the
     fiscal year ended December 31, 2024.

     Explanation :
     This Agenda is to comply with the provisions of Article 19 paragraph 2 (e) of the
     Company's Articles of Association in conjunction with Article 59 POJK No.15
     /POJK.04/2020 concerning Plans and Implementation of General Meeting of
     Shareholders of Public Companies.
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4.   Determination of the remuneration/honorarium, allowances, tantiem and/or bonuses for
     the member of the Board of Director and the Board of Commissioners for the fiscal year
     of 2024.

     Explanation :
     This agenda item is to comply with the provisions of Article 10 paragraph 2 (d) of the
     Company's Articles of Association in conjunction with Article 96 of Law Number 40 of 2007
     concerning Limited Liability Companies.

5.   Submission of an Accountability Report on the Realization of the Use of Proceeds from
     the Initial Public Offering in the fiscal year 2023.

     Explanation :
     This agenda item is to comply with the provisions of Article 6 paragraph (1) and (2) of OJK
     Regulation Number 30/POJK.04/2015 concerning the Realization Report on the Use of
     Proceeds from the Initial Public Offering.

NOTES :

1.   The Company will not send separate invitation to each shareholders of the Company, and
     this announcement shall be deemed as official invitation to the Meeting.

2.   Shareholders entitled to attend the Meeting are the Company's Shareholders whose
     names are registered in the Register of Shareholders (DPS) of the Company on 24 April
     2024 at the latest on 16.00 Western Indonesia Time prepared by PT Datindo Entrycom,
     the Company’s Shares Registrar and/or the Company’s Shareholders whose names are
     registered in the Register of Account Holders at KSEI at the close of Stock Trading on the
     Indonesia Stock Exchange on 24 April 2024.

3.   The Meeting will be held physically with limited attendance and electronically through the
     eASY.KSEI provided by KSEI, pursuant to the provisions of OJK Regulation No.
     16/POJK.04/2020 regarding the Implementation of Electronic General Meetings of
     Shareholders of Publicly-listed Companies, with the following mechanism:

     a. Physical attendance at Meeting, provided that the Company limits the physical
        attendance for up to 50 shareholders or its proxies, with the term "first come first serve"
        (terms and conditions as set out in number 5 of this summons).
     b. Attend the Meeting electronically through the eASY.KSEI application.

4.   Electronic Attendance at Meetings Through eASY.KSEI

     a. Shareholders who can attend directly electronically as mentioned in point 4 (b) are
        local individual shareholders whose shares are stored in KSEI's collective custody;
     b. Meanwhile, the Company's shareholders must first be registered in the KSEI Securities
        Ownership Reference facility (“AKSes KSEI”). For shareholders who have not been
        registered, please register first through the website https://akses.ksei.co.id;
     c. To use the eASY.KSEI application, Shareholders can access the eASY.KSEI menu, the
        eASY.KSEI Login sub-menu which is located at the KSEI AKSes facility
        https://akses.ksei.co.id;
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     d. Guidelines for registration, use and further explanation regarding the eASY.KSEI
        application (e-Proxy and e-Voting) can be seen on the website https://akses.ksei.co.id;
     e. Shareholders who will exercise their voting rights through the eASY.KSEI application
        can inform their presence or appoint their proxies, and/or submit their voting choices
        in the eASY.KSEI application;
     f. The deadline for submitting an electronic attendance declaration or electronic power
        of attorney (e-proxy) and electronic voting in the eASY.KSEI application is no later than
        12.00 WIB on 17 May 2024;

5.   Physical attendance at the Meeting

     a. Shareholders or their proxies who will attend the Meeting is required to bring and
        submit their copy of valid ID card or other identification document to the registration
        officer before entering the Meeting Room. Shareholders in form of Legal Entity must
        submit their legal documentations, among others:
             i. Copy of the latest Article of Associations followed with the copy of prove of
                  approval/report receipt from/to the Ministry of Law and Human Rights of the
                  changes of the latest Article of Associations;
             ii. Copy of the Deeds of the Appointment of Board of Directors and Board of
                  Commissioners or the latest management;
             iii. Copy of ID card from the Attorney/Principal of the Power of Attorney (when
                  authorized).
     b. The Company does not provide souvenirs, food and beverages.
     c. Shareholders who have come to the location but cannot enter the Meeting room due
        to limited room capacity can still exercise their rights by electronically attending the
        Meeting or by giving power of attorney (to attend and cast their voting rights on each
        agenda item) to an independent party who appointed by the Company namely PT
        Datindo Entrycom by filling out and signing a written power of attorney format provided
        by the Company at the Meeting venue.
     d. In order to facilitate the arrangement and order of the Meeting, it is expected that the
        Shareholders or Shareholders' Proxy, are kindly requested to be present no later than
        30 (thirty) minutes before the Meeting starts.

6.   Independent Representative

     Shareholders who are unable to attend may give power of attorney to an independent
     party appointed by the Company, namely PT Datindo Entrycom ("BAE") to represent
     Shareholders to participate in and vote in the Meeting, through :
         a. Electronic proxy, through the KSEI Electronic General Meeting System
            ("eASY.KSEI") facility on the website https://akses.ksei.co.id provided by KSEI, as
            part of the mechanism for electronically authorizing (e-proxy) in the process of
            convening a Meeting that can be conducted from the date of this Invitation up to 1
            (one) working day before the date of convening the Meeting, which is 17 May 2024
            at 12:00 WIB. For guidance on granting proxy through the "eASY.KSEI" system
            can be seen on the website https://akses.ksei.co.id;
         b. Shareholders who do not have access to the eASY.KSEI system can use a
            conventional power of attorney, by filling out and signing the power of attorney
            form     provided    by    the    Company       on    the     Company's     website
            (https://primayahospital.com) or obtained at the office of the Company's Securities
            Administration Bureau (BAE), namely PT Datindo Entrycom at the address Jl.
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            Hayam Wuruk No. 28, Jakarta 10220 and send the original completed and signed
            power of attorney at that address, at least 3 working days before the Meeting.

7.   Live broadcast during the meeting

     The Company’s shareholders or their proxies can view the ongoing Meeting through a
     Zoom webinar by selecting the eASY.KSEI menu, the Tayangan RUPS (GMS Video
     Streaming) submenu on the AKSes facility (https://akses.ksei.co.id/), provided that:
         a. The Company’s shareholders or their proxies have been registered on the
            eASY.KSEI platform by no later than 17 May, 2024 at 12:00 WIB;
         b. The Meeting Video Streaming has the capacity of up to 500 participants, and the
            participants’ attendance will be determined on a first-come, first-served basis. The
            Company’s shareholders or their proxies that cannot view the Meeting through the
            Meeting Video Streaming will still be considered as validly attending the electronic
            Meeting and their share ownership and votes will be taken into account in the
            Meeting as long as they have been registered on the eASY.KSEI platform;
         c. The Company’s shareholders or their proxies who views the ongoing Meeting
            through the Meeting Video Streaming but whose electronic attendance is not duly
            registered on the eASY.KSEI platform will not be considered as validly attending
            the electronic Meeting and therefore their attendance will not be counted in the
            attendance quorum for the Meeting; and
         d. To get the best experience in using the eASY.KSEI platform and/or the Meeting
            Video Streaming, the shareholders or their proxies are advised to use the Mozilla
            Firefox browser.

8.   The Company will immediately give prior notice to shareholders to hold the electronic
     Meeting without the presence of the Shareholders if there is an emergency situation that
     causes the company to be forced unable to hold the Meeting physically;

9.   Meeting Materials, available and can be downloaded through the Company's website,
     https://primayahospital.com from the date of this Invitation until the date of the Meeting.


                                   Jakarta, 25 April 2024
                             PT Famon Awal Bros Sedaya Tbk.
                                  The Board of Directors

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Names mentioned 7 people and organisations named in the text · linked when the evidence is strong

linked org FAMON AWAL BROS SEDAYA TBK p.1 ×5
linked person Menteng Jakarta Pusat p.1
unresolved org PT Kustodian Sentral Efek Indonesia p.1
unresolved org Palilingan & Rekan p.1
unresolved org PT Datindo Entrycom p.2 ×4
unresolved org Indonesia Stock Exchange p.2
unresolved org Ministry of Law and Human Rights p.3

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