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20240405_PGJO_Pemanggilan RUPS_31625800_lamp1.pdf
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PT TOURINDO GUIDE INDONESIA TBK
(“PERSEROAN”)
INVITATION
ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of the Company hereby calls and invites the Shareholders of the Company to attend electronically
the Annual General Meeting of Shareholders ("Meeting") which will be held on:
Day/ Date : Tuesday / April 30th 2024
Time : 09:00 WIB
Venue : Satrio Tower Building 14 th Floor, Jalan Prof. Dr. Satrio Blok C4/5, Kuningan, DKI Jakarta
12950
AGMS’ Agendas
Agenda 1
Approval of the Company's Annual Report and Approval of the Company's Audited Financial Statements for the
Financial Year Ending on December 31, 2023, including Granting Settlement and Full Discharge (acquit et de
charge) to the Board of Directors and Board of Commissioners of the Company for Management and Supervision
Actions Conducted During the Financial Year 2023.
Explanation:
a. The agenda of this meeting is to fulfill the provisions in the Company's articles of association and Article 69 paragraph
1 of Law Number 40 of 2007 concerning Limited Liability Companies ("UUPT").
b. The Company's Annual Report for the financial year 2023, including the Audited Consolidated Financial Statements
of the Company and its Subsidiaries ending on December 31, 2023, and the supervisory duties report of the Board
of Commissioners, will be presented by the Board of Directors and/or the Board of Commissioners in this agenda
item, to obtain approval and/or ratification from the Meeting.
Agenda 2
Determination the use of the Company's Business Results for the Financial Year Ending on December 31, 2023.
Explanation:
Discussion regarding the plans for the utilization of the Company's business results for the year 2023.
Agenda 3
Approval of the Appointment of Public Accountants and/or Public Accounting Firms to Audit the Company's
Financial Statements for the Financial Year Ending on December 31, 2024.
Explanation:
This agenda item is to fulfill the provisions of Article 59 of Regulation No. 15/POJK.04/2020 regarding the Plan and
Conduct of General Meetings of Shareholders of Public Companies ("POJK 15/2020").
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Agenda 4
Determination of the honorarium or salary and other allowances for the Company’s Board of Commissioners and
Board of Directors.
Explanation:
This agenda item is to fulfill the provisions stipulated in the Company's articles of association and the Company Law
concerning the determination of the amount of salaries and other allowances for the Board of Directors and honorarium
for the Board of Commissioners of the Company.
Agenda 5
Change in the Composition of the Company's Management
Explanation:
This agenda is conducted due to the expiration of the term of office of members of the Board of Directors and the Board
of Commissioners of the Company, based on the provisions of: (i) Regulation No. 33/POJK.04/2014 concerning the Board
of Directors and the Board of Commissioners of Issuers or Public Companies (ii) POJK 15/2020; (iii) Article 94 paragraph
(1) jo. Article 111 paragraph (1) of the Company Law; and (iv) Article 17 paragraph (2) jo. Article 20 paragraph (2) of the
Company's articles of association, which stipulate that the Board of Directors and the Board of Commissioners are
appointed and dismissed by the General Meeting of Shareholders.
Agenda 6
Reporting the Results of Implementing Capital Increases Without Preemptive Rights
Explanation:
The agenda of this meeting is to report on the implementation of Capital Increase without Preemptive Rights by the
Company.
Notes on The Meeting:
1. The Company will not send separate invitations to the Shareholders of the Company, and this summons is considered
as the meeting invitation.
2. The meeting will be conducted in accordance with Regulation No. 15/2020 and Regulation No. 16/POJK.04/2020
regarding the Implementation of General Meetings of Shareholders of Public Companies Electronically.
3. The Company's meeting will be held physically and will utilize the Electronic General Meeting System KSEI
(“eASY.KSEI”) facilities provided by PT Kustodian Sentral Efek Indonesia (“KSEI”).
4. Shareholders entitled to attend or be represented by proxy at the Meeting are only Shareholders or valid proxies of
Shareholders whose names are recorded in the Company's Shareholder List on April 4th, 2024, until 16:00 PM WIB.
5. Shareholders' participation in the Meeting can be done through (i) physical presence; or (ii) electronic attendance via
the eASY.KSEI facility
6. Confirmation to participate in the Meeting either physically or electronically can be submitted to the Company via email
to corporate@pigijo.com, accompanied by Proof of Written Confirmation for the General Meeting of Shareholders
(KTUR) and official identification card, and using an email address corresponding to the name on the identification
card no later than April 17th, 2024. The Company will send an email regarding the procedures for participating in the
Meeting electronically to Shareholders who have submitted requests and have been verified by the Company or
Securities Administration Bureau
7. The Company provides 2 (two) methods for granting proxies:
a) Conventional Power of Attorney Shareholders can download the Power of Attorney form from the eASY.KSEI
website (https://easy.ksei.co.id/), the Company's website (www.pigijo.com), or contact the Company's Securities
Administration Bureau office: PT Adimitra Jasa Korpora at Kirana Boutique Office Blok F3 No. 5 Jl. Kirana Avenue
III, Kelapa Gading, North Jakarta, Tel. 021-2974 5222. The original Power of Attorney form, filled and signed on
a Rp10,000 stamp, along with a copy of the identification card (ID Card/Passport), should be scanned and sent
via email to corporate@pigijo.com and opr@adimitra-jk.co.id. The Power of Attorney form must be received by
the Company and the Company's Securities Administration Bureau no later than 1 (one) working day before the
Meeting date, at 12:00 PM WIB.
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b) Electronic Proxy ("e-Proxy") e-Proxy can be accessed electronically on the eASY.KSEI platform via
https://akses.ksei.co.id. Submission of e-Proxy via eASY.KSEI can be done no later than 1 (one) working day
before the Meeting date, at 12:00 PM WIB. Shareholders can also delegate their voting rights to the Company's
Securities Administration Bureau, PT Adimitra Jasa Korpora, as the Independent Party appointed by the
Company, along with their voting preferences (voting), either through conventional power of attorney or through
the eASY.KSEI website according to the above mechanisms. The Shareholders with registered domicile outside
Indonesia must first get their Power of Attorney legalized by the Embassy / Representative of the Republic of
Indonesia at their domicile.
8. Power of Attorney signed overseas must be legalized by a local notary up to the Embassy or Representative Office
of the Republic of Indonesia locally, following the applicable legal provisions, or must be Apostilled for countries where
Apostille provisions apply
9. Only validated Power of Attorney from Shareholders of the Company are eligible to attend with a Power of Attorney
at the Meeting and will be counted as part of the quorum for decision-making.
10. Shareholders in the form of Legal Entities are required to submit a photocopy of the latest articles of association and
a photocopy of the latest appointment deed of members of the Board of Directors and the Board of Commissioners
accompanied by photocopies of the ID Cards of the Grantor and the Grantee (if delegated).
The Company's Annual Report for the year 2023, Meeting agenda materials, and Meeting procedures can be downloaded
from the Company's website at www.pigijo.com since the issuance of this summons.
Jakarta, 5 April 2024
PT TOURINDO GUIDE INDONESIA TBK
The Board of Director
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