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20240405_ASII_Pemanggilan RUPS_31625833_lamp3.pdf
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PT ASTRA INTERNATIONAL Tbk
NOTICE OF
THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of PT Astra International Tbk (the “Company”) hereby gives Notice of the 2024 Annual General Meeting of
Shareholders (the “Meeting”) to all shareholders of the Company, which may be attended physically and electronically on:
Day / Date : Tuesday, 30 April 2024
Time : 01:00 p.m. until 02:30 p.m. Western Indonesian Time
Venue : Catur Dharma Hall,
Menara Astra, 5th floor,
Jl. Jenderal Sudirman Kav 5-6,
Central Jakarta
Electronic Attendance : Using the Electronic General Meeting System KSEI (“eASY.KSEI”) facility
Agenda of the Meeting are as follows:
1. Approval of the amendment of Articles of Association of the Company, including discussion on the feasibility study of the
additional business activities of the Company
2. Approval of the 2023 Annual Report, including ratification of the Board of Commissioners Supervision Report, and ratification of
the Consolidated Financial Statements of the Company for Financial Year 2023
3. Determination on the appropriation of the Company’s net profit for Financial Year 2023
4. Change of composition of members of the Board of Commissioners and the Board of Directors of the Company
5. Determination on honorarium and/or benefit of the Board of Commissioners of the Company and determination on salary and
benefit of the Board of Directors of the Company
6. Appointment of the public accountant firm and public accountant to conduct an audit of the Company’s Financial Statements for
Financial Year 2024
Explanation regarding the Meeting agenda:
a. Agenda 1 is the amendment of Article 3 of the Articles of Association (“AoA”) of the Company regarding the Objective, Purpose
and Business Activities of the Company (“AoA Amendment”). The Company plans to carry out certain additional business
activities and for such purpose, the Company is required to make the AoA Amendment and obtain the approval of the Meeting
under Law Number 40 Year 2007 regarding Limited Liability Company as amended (“Company Law”). In this agenda, the Meeting
will also discuss the feasibility study of the additional business activities, which has been prepared by an independent appraiser.
Disclosure related to the additional business activities plan, including summary of the feasibility study, has been made available
on the Company’s website (https://www.astra.co.id).
b. Agenda 2 up to Agenda 6 are the agenda that are usually held at an annual general meeting of shareholders of a company as
required by the Company Law and its AoA.
Notes:
I. General Provision
1. This Notice shall serve as the official invitation to the shareholders of the Company.
2. The softcopy of the 2023 Annual Report of the Company, Curriculum Vitae/Profile of Commissioner and Director candidates as
well as other information regarding to the Meeting, are available on the Company’s website (https://www.astra.co.id). In addition,
the shareholders of the Company may also obtain hardcopy of the documents, from the date of this Notice until Tuesday, 30
April 2024 by 11:00 a.m. Western Indonesian Time, by submitting a written request to the Company through email
(corporate.secretary@ai.astra.co.id).
3. With reference to the Announcement of the Meeting, which was published on 21 March 2024, shareholders who are entitled to
attend or to give power of attorney to attend the Meeting are those whose names are registered in the Register of Shareholders
of the Company on Thursday, 4 April 2024 at 04:00 p.m. Western Indonesian Time.
4. One share gives the owner 1 (one) voting right. If a shareholder holds more than 1 (one) share, the votes cast are effective for all
shares which he/she owns.
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5. The shareholders may participate in the Meeting through the following mechanism:
a. attend physically; or
b. attend electronically through eASY.KSEI facility (for Indonesian citizen individual shareholders).
6. The shareholders who are unable to attend the Meeting, may:`
a. grant power of attorney electronically (“E-Proxy”) through eASY.KSEI facility to the independent party appointed by the
Company (PT Raya Saham Registra (“RSR”), as the Company’s Share Administration Bureau), for Indonesian citizen
individual shareholders; or
b. grant power of attorney to their attorneys, for other shareholders.
II. Shareholders Attendance Electronically and E-Proxy
1. The shareholders who can (i) attend the Meeting electronically or (ii) grant E-Proxy are Indonesian citizen individual shareholders
who:
a. have Single Identification Number (SID). Information on shareholder’s SID may be obtained by contacting the securities
company or custodian bank of respective shareholder; and
b. have already registered/activated his/her eASY.KSEI account through https://akses.ksei.co.id/. The Registration Guideline
can be accessed here,
(“Registered Shareholders”).
2. The Shareholders Electronic Attendance:
a. The Registered Shareholders who intend to attend the Meeting electronically and cast vote electronically, must:
(i) submit (a) an electronic attendance declaration, and (b) his/her vote electronically related to the agenda of the Meeting
from the date of this Notice until Monday, 29 April 2024, by 12:00 p.m. Western Indonesia Time through eASY.KSEI
facility (https://easy.ksei.co.id/egken/); or
(ii) register their attendance electronically at the date of Meeting on Tuesday, 30 April 2024 from 11:30 a.m. to 12:30
p.m. Western Indonesian Time through the eASY.KSEI facility (https://easy.ksei.co.id/egken/) and cast their votes
electronically through eASY.KSEI facility (https://easy.ksei.co.id/egken/) during the voting process is in progress at
the Meeting (live e-voting).
b. The Company provides a guideline for the Registered Shareholders to complete the declaration attendance at the Meeting
electronically and cast votes electronically (“E-Voting Guideline”) which can be accessed here.
c. The Registered Shareholders are also able to view the progress of the Meeting through Zoom webinar by accessing
AKSes.KSEI facility (https://akses.ksei.co.id/) (“AKSes.KSEI”) or the ‘Tayangan RUPS’ feature on the AKSes Mobile KSEI.
Guidelines on Zoom webinar AKSes.KSEI for Registered Shareholders who wish to attend electronically can be accessed
here.
3. Granting an E-Proxy to the Independent Party Appointed by the Company
a. The Company has appointed its Share Administration Bureau, RSR, as the independent party who represents the
shareholders to attend and cast votes at the Meeting.
b. Registered Shareholders who will grant an E-Proxy to RSR must submit their power of attorney and cast vote from the
date of this Notice until Monday, 29 April 2024 at 12:00 p.m. Western Indonesia Time through eASY.KSEI facility
(https://easy.ksei.co.id/egken/).
c. The Company provides guideline of granting an E-Proxy to RSR (“E-Proxy Guideline”) which can be accessed here.
III. Physical Attendance of the Shareholders or Their Attorneys
1. To ensure that the Meeting is carried out in an orderly, efficient and timely manner, shareholders or their attorneys who will attend
physically are kindly requested to arrive at the venue of Meeting at the latest by 11:30 a.m. Western Indonesian Time for
registration process. The registration process will be closed at 12:30 p.m. Western Indonesian Time.
2. Shareholders or their attorneys must present their official Identity Card (“KTP”) or other valid proof of identity and deliver copies
of such identity documentation to the registry officials at the registration counter before entering the Meeting room.
3. Shareholders of the Company in the form of legal entities must submit copy(-ies) of their latest articles of association and notarial
deed appointing the incumbent of Board of Commissioners and Board of Directors or management during the Meeting, to the
registry officials at the registration counter before entering the Meeting room.
4. Shareholders whose shares are deposited at the collective depository of KSEI, or their attorneys, are required to submit their
Written Confirmation to attend Meeting (Konfirmasi Tertulis Untuk Rapat (“KTUR”)) to the registry officials.
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IV. Granting a Written Power of Attorney
1. Shareholders may be represented by their attorneys based on a power of attorney in the form and substance satisfactory to the
Board of Directors of the Company. The members of the Board of Commissioners, Board of Directors and employees of the
Company may act as attorney of a shareholder in the Meeting but are not eligible to cast any vote. The power of attorney(s) of
shareholders, whose address are registered outside of the territory of Republic of Indonesia, must be legalized by a local
notary/other authorized institution(s) and:
a. legalized by local Indonesian Embassy/Representative; or
b. for shareholders whose addresses are registered in countries that have ratified the Convention on the Abolition of
Requirements for the Legalization of Foreign Public Documents, obtain an Apostille certificate from the competent
authorities of such country.
2. Form of power of attorney is available and can be downloaded on the Company’s website and may also be obtained during office
hours at the Company’s Share Administration Bureau, RSR, through email rsrbae@registra.co.id, phone: (+62 21) 252 5666,
fax: (+62 21) 252-5028; or at Group Legal of the Company, through email corporate.secretary@ai.astra.co.id.
3. The original of duly signed power of attorney, which has complied with the requirement as mentioned in point 1 above, must be
received by RSR or Group Legal of the Company at the latest on Thursday, 25 April 2024, by 04:00 p.m. Western Indonesian
Time.
Jakarta, 5 April 2024
Board of Directors of the Company
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PT Raya Saham Registra
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