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20240401_SCNP_Pemanggilan RUPS_31622286_lamp2.pdf

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Page 1
                                               CONVOCATION
                           ANNUAL GENERAL MEETING OF SHAREHOLDERS
                            PT SELARAS CITRA NUSANTARA PERKASA TBK.


The Board of Directors of PT Selaras Citra Nusantara Perkasa Tbk (“Company”) hereby invites the Shareholders
of the Company to attend the Annual General Meeting of Shareholders (“Meeting”) which will be held on:


Day, Date                    :   Tuesday, April 23rd, 2024;
Waktu                        :   13.30 WIB till finished;
Tempat                       :   Office / Factory of SCNP;
Mekanisme                    :   Physical and electronic meetings with the KSEI Electronic General Meeting
                                 System application (”eASY.KSEI”).


MATA ACARA RAPAT


1. Approval of the Annual Report and Annual Financial Report


   Brief Description:
   The Company will submit the Company's Annual Report for the 2023 financial year including the Financial
   Report, Directors' Report and Board of Commissioners' Supervision Implementation Report to obtain
   approval and ratification at the Meeting. The Consolidated Financial Report 31 December 2023 has been
   published on the Company's website www.scnp.co.id and BEI on March 26th, 2024.


2. Approval of the Use of Net Profit


   Brief Description:
   The Company will propose to the Meeting to approve the use of the Company's net profit for 2023 financial
   year to be set aside as reserve funds, dividend distribution and the remaining net profit whose use is not
   determined will be designated as retained earnings.


3. Approval of Appointment of Public Accountant and/or Public Accounting Firm


   Brief Description:
   To comply with the provisions of Article 11 paragraph 7 (c) of the Company's Articles of Association and
   Article 13 paragraph 1 of the Financial Services Authority Regulation Number 13/POJK.03/2017 concerning
   the Use of Public Accountant Services and Public Accounting Firms in Financial Services Activities, it is
   stated that the Appointment of Public Accountants and/ or the Public Accounting Firm which will provide
   audit services to audit the Company's Financial Report for the 2024 Financial Year on annual historical
   financial information must be decided by the GMS of the Party Carrying Out Financial Services Activities by
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   considering the proposal of the Board of Commissioners. The GMS can delegate this authority to the Board
   of Commissioners and then the Board of Commissioners delegates to the Board of Directors to carry out its
   appointment.


4. Approval of the Company's Share Buyback


   Brief Description:
   The Company will propose to the Meeting to buy back Company's shares with details as stated publicly on
   Indonesia Stock Exchange website (www.idx.co.id) in information disclosure report dated March 19th, 2024.


5. Determination of remuneration for Company's Board of Commissioners and delegation of authority
   to Company's Board of Commissioners to determine remuneration of Directors for 2024 Financial
   Year


   Brief Description:
   Based on Article 15 paragraph 17 and Article 18 paragraph 19 of the Company's Articles of Association, the
   salaries and allowances of Directors are determined by the GMS and this authority can be delegated by the
   GMS to the Board of Commissioners. Meanwhile, the honorarium and other allowances for the Company's
   Board of Commissioners are determined by the GMS.


6. Approval of Changes to the Composition of the Company's Board


   Brief Description:
   Based on Article 15 paragraph 10 and Article 18 paragraph 14 of the Company's Articles of Association in
   connection with Article 3 paragraph 1 and Article 23 of the Financial Services Authority Regulation Number
   33/POJK.04/2014 concerning Directors and Board of Commissioners of Issuers or Public Companies,
   Members of the Board of Directors and Board of Commissioners appointed and dismissed by the GMS.




GENERAL REQUIREMENTS


1. The Company does not send a separate invitation to Shareholders and this invitation is an official invitation
   to the Company's shareholders.
2. The Company's Shareholders who have the right to attend or be represented at the Meeting are the
   Company's Shareholders whose names are registered in the Company's Register of Shareholders on
   Thursday March 28th, 2024 at 16.00 WIB.
3. Shareholders who are entitled to attend can attend the Meeting using the following mechanism:
   a. physically present at the Meeting;
   b. attend the Meeting electronically or provide power of attorney electronically via the “eASY.KSEI”
       application https://akses.ksei.co.id; or
   c. provide authority in writing using a power of attorney form which can be downloaded via the Company's
       website www.scnp.co.id.
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4. Shareholders can provide power of attorney electronically (e-Proxy) to an Independent Party appointed by
     the Company, namely a representative from PT Datindo Entrycom as Company's Securities Administration
     Bureau ("BAE") via eASY.KSEI, with the following mechanism:
     a. Shareholders who have registered as users of the KSEI Securities Ownership Reference facility (“AKSes
        KSEI”) can declare their presence and cast or change their vote choices electronically, as well as provide
        an e-Proxy via eASY.KSEI https://akses.ksei.co.id from the date of the Invitation to this Meeting until
        April 18th, 2024 at 12.00 WIB.
     b. For:
          i.    Shareholders of the Company who have not declared their presence electronically by the deadline
                for declaring their presence as referred to in number 4 letter a above;
          ii.   Shareholders of the Company who have declared their presence electronically but have not yet
                determined their voting preferences by the deadline for declaring their presence;
         iii.   Individual representatives and Independent Parties who have been appointed by the Company,
                namely representatives from PT Datindo Entrycom as BAE who have received power of attorney
                from the Company's Shareholders, but the Shareholders concerned have not yet determined their
                voting choices by the deadline for declaring their presence;
         iv.    KSEI/Intermediary Participants (Custodian Banks or Securities Companies) who have received
                power of attorney from the Company's Shareholders who have determined their voting options in
                the eASY.KSEI application;
        must register via the eASY.KSEI application on the date of the Meeting from 09.00 to 12.00 WIB.
     c. Delays or failures in the electronic registration process for any reason will result in Shareholders or their
        proxies being unable to attend the Meeting electronically and their share ownership not being counted in
        the attendance quorum.


5.   Shareholders whose shares have not yet been deposited in KSEI's collective custody or in script form, can
     provide power of attorney in writing using a power of attorney form which can be downloaded via the
     Company's website www.scnp.co.id and submitted to BAE on Jl. Hayam Wuruk No.28, Floor 2 Jakarta
     10120 - Indonesia no later than April 18th, 2024 at 16.00 WIB, by attaching a photocopy of KTP or for
     shareholders in the form of legal entities accompanied by proof of authority to represent the legal entity.
6.   Shareholders who are unable to attend can be represented by their proxies by submitting a valid power of
     attorney and acceptable to the Board of Directors of the Company, provided that granting power of attorney
     to members of the Board of Directors, members of the Board of Commissioners and Employees of the
     Company is permitted, but the votes they cast as proxies at the Meeting not counted in the vote. The power
     of attorney form can be downloaded via the Company's website and the original power of attorney is
     submitted to the Company accompanied by a photocopy of the identity of the person giving and receiving
     the power of attorney.
7.   Shareholders or their proxies who will be physically present, before entering the Meeting room are asked to
     submit a photocopy of their KTP or other form of identification. For shareholders in the form of Legal
     Entities, they are asked to submit a photocopy of the latest Articles of Association along with the latest
     management composition. Especially for shareholders in collective custody, they are asked to show written
     confirmation for the meeting.
8.   Shareholders or their proxies who will be physically present can register starting at 11.00 WIB and
     registration will close at 12.30 WIB so that the Meeting can start on time. Shareholders or their proxies who
     are present after registration closes will be considered absent, therefore they will not be able to submit
     proposals and/or questions and will not be able to vote at the Meeting.
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9.   Meeting materials in form of electronic documents are available on Company's website from the Invitation to
     the Meeting until the Meeting is held. The Company does not provide Meeting materials in form of printed
     copies to shareholders at the time of the Meeting.




                                     Cileungsi – Kab. Bogor, April 1st, 2024
                                   PT Selaras Citra Nusantara Perkasa Tbk
                                                Board of Directors

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unresolved org Financial Services Authority p.1 ×2
unresolved org Indonesia Stock Exchange p.2
unresolved org PT Datindo Entrycom p.3 ×2

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