20240308_ARKO_Pemanggilan RUPS_31595776_lamp1.pdf

Agenda 3:            Determination of Remuneration and Allowances of the Board of Directors of the
                     Company and Remuneration or Honorarium and Allowances of the Board of
                     Commissioners of the Company for the period of 2024-2025.

                     Pursuant to paragraph (1) of Article 96 in conjunction with Article 113 of UU PT
                     and paragraph (6) of Article 11 jo. paragraph (2) letter d of Article 19 of the
                     Company's Articles of Association, the determination of the salary and allowances
                     of the Company's Board of Directors and the Salary or Honorarium and
                     Allowances of the Company's Board of Commissioners shall be determined in the
                     GMOS.
.

Agenda 4:            Appointment of a Public Accountant Firm to Conduct the Audit of the Company’s
                     Financial Statements for the Financial Year 2024.

                     Pursuant to paragraph (1) of Article 59 Financial Services Authority Regulation No.
                     15/POJK.04/2020 on the Planning and Holding of General Meeting of
                     Shareholders of Public Companies and paragraph (2) letter e of Article 19 of the
                     Company's Articles of Association, the appointment of a public accounting firm to
                     audit the Financial Statements requires GMOS approval.


Agenda 5:            Report of the Realization of the Use of Funds from the Green Bond Public Offering
                     of PT Arkora Hydro Tbk’s Environmentally Bonds I.

                     Pursuant to paragraph (2) of Article 6 jo. Article 7 of of the the Regulation of
                     Financial Services Authority No.30/POJK.04/2015 regarding Report of the
                     Realization of the Use of Funds from the Public Offering, report of the realization
                     of the use of funds from the public offering proceeds must be carried out at the
                     Company’s GMOS.


Notes:

I.    General Requirements

     1.   This Invitation will serve as the Meeting invitation for the Shareholder to attend the Meeting.
          This Invitation can be accessed through the Company’s webpage (https://www.arkora-
          hydro.com/investing-in-green-energy#gms), KSEI electronic GMS system (“eASY.KSEI”)
          system, and website of Indonesia Stock Exchange.

     2.   To: (i) ease and expedite synchronization of registration system shareholders and (ii) ensure
          that the Meeting in an orderly and timely manner, registration of the shareholders on the
          location of the Meeting will be close at 01.30 PM IWT or 30 minutes before the Meeting starts.
          The Shareholders or their proxies who comes after 01.30 PM IWT are not allowed to register
          and attend the Meeting.

     3.   In accordance with point 2 above, the Company kindly request the Shareholders or their
          proxies to be at the Meeting venue 90 minutes before the Meeting starts.

     4.   The materials of the Meeting, have been made available at the Company’s head office at
          Treasury Tower Level 9 Unit G-H, District 8 SCBD Lot 28, Jl. Jend. Sudirman Kav 52-53,
          Jakarta 12190, Indonesia, (“Company’s Head Office”) starting from the date of this Invitation
          until 1 April 2024 at 7.00 AM IWT. The materials of the Meeting can be obtained from the
          Company during the office hours and upon a written request from a Shareholder through
          email corporate.secretary@arkora.com. Annual Report of the Company is also available on
          website of the Company (https://www.arkora-hydro.com/investing-in-green-energy#gms).

     5.   Those who are entitled to attend or to be represented at the Meeting are Shareholders, whose
          names are recorded in the Register of Shareholders of the Company on 7 March 2024 at the

     closing of shares trading or the Shareholders whose shares are in the collective custody of
     the PT Kustodian Sentral Efek Indonesia ("KSEI") at the closing of shares trading on 7 March
     2024.

6.   In accordance with the Regulation of the Financial Services Authority of Republic of Indonesia
     and the issuance of KSEI letter No. KSEI-4012/DIR/0521 dated 31 May 2021 concerning the
     Implementation of e-Proxy Module and e-Voting Module in eASY.KSEI Application as well as
     General Meeting of Shareholders Broadcast, the Company plans to convene the Meeting
     physically at Function Room Residence 8, 7th floor and the virtual Meeting by using electronic
     facility provided by KSEI, namely eASY.KSEI (“e-Proxy”). The Company has provided an
     alternative for Shareholder to give an electronic authorization to an independent party through
     e-Proxy and to cast vote through e-Voting. The independent party appointed by the Company
     shall be the Company's securities administration bureau, PT Adimitra Jasa Korpora (“PT
     AJK”).


7.   a. The Shareholders or their proxies who will attend the Meeting are required to present the
        identity card (Kartu Tanda Penduduk or KTP) or any other identity card and submit the
        copy thereof to the registration officer before entering into the Meeting room.

     b. For Shareholders in the form legal entities are required to submit a copy of its latest articles
        of association (together with the approvals or receipts of notification from the Ministry of
        Law and Human Rights) and a notarial deed concerning the current composition of the
        Board of Directors and/or Board of Commissioners (together with the receipt of notification
        from the Ministry of Law and Human Rights) to our registration officer.

8.   a. The Shareholders, who are unable to attend the Meeting may be represented by their
        proxies with a valid power of attorney in a form and substance, approved by and
        acceptable to the Board of Directors of the Company. Member of the Board of Directors,
        the Board of Commissioners, and employees of the Company may act as the proxy of
        Shareholders at the Meeting, however they are not eligible to cast any vote in the voting.
        The shareholders whose addresses are registered outside Indonesia and appoint a proxy
        whereas the Power of Attorney is signed outside Indonesia, such Power of Attorney(s)
        must be legalized by local Notary/other authorized institution(s) and by the local
        Indonesian Embassy/Representative.

     b. The form of power of attorney can be obtained during the office hours through email
        corporate.secretary@arkora.com. The form of power attorney can also be downloaded
        from    the   Company’s     website  (https://www.arkora-hydro.com/investing-in-green-
        energy#gms ).

     c. All of the executed original copies of the Power of Attorney which have satisfied the
        requirements must be received by PT AJK with address Boutique Office Blok F3 No.5, Jl.
        Kirana Avenue III, Kelapa Gading, Jakarta Utara, or Corporate Secretary of the Company
        with address Treasury Tower Level 9 Unit G-H, District 8 SCBD Lot 28, Jl. Jend. Sudirman
        Kav 52-53, Jakarta 12190, Indonesia at the latest 1 (one) business day before the holding
        of GMOS, 28 March 2024 at 04.00 PM IWT.

9.   One share bestows upon its holder the right to cast one (1) vote. If a Shareholder has more
     than 1 (one) share, the vote shall apply for all the number of shares he/she/it owns.

10. All Meeting materials such as explanation of each of Meeting agenda and Power of Attorney
    can be accessed/obtained through eASY.KSEI system and the Company’s website
    (https://www.arkora-hydro.com/investing-in-green-energy#gms).

11. The Shareholders or their proxy(ies) who are present virtually or physically have the
    opportunity to convey 1 (one) question and/or opinion prior to the voting process. Other
    Shareholders who have not had the opportunity to convey their question/opinion, may convey
    the question to the Company through email corporate.secretary@arkora.com.

        12. Pursuant to the procedure of voting mechanism for the Shareholders or their proxy(ies) who
            are present virtually or physically, would be subject to the Order of the Meeting that will be
            delivered by the Company.

        13. The Shareholder of the Company are urged to first read the Meeting Rules, including the
            guidelines for implementation of virtual Meeting for those who will attend virtually that is
            available in eASY.KSEI system.

II.     Grant a Power of Attorney to PT AJK E-Proxy;

        Guidelines for granting power of attorney to PT AJK through e-Proxy are as follows:

        A. For individual shareholders who are Indonesian citizens

             Shareholders who wish to grant power of attorney must have a Single Investor Identification
             Number (SID Number). The checking of SID Number can be carried out by contacting the
             securities company or custodian bank of the respective shareholder. The guidelines for
             granting power of attorney above and its explanation can be accessed through the following
             link (https://www.arkora-hydro.com/investing-in-green-energy#gms ).

             Shareholders can grant the power of attorney to attend and vote via e-Proxy above at the latest
             on 28 March 2024.

        B. For the shareholders who are (i) foreign citizens and (ii) in the form of legal entities (Indonesian
           and foreign):

             Such Shareholders are advised to grant power of attorney through securities companies or
             custodian banks of the respective shareholder, then the securities companies or custodian
             banks will provide e-Proxy to PT AJK.

      III.     Attend the Meeting Virtually

        1. Attendance Registration through Virtual Meeting

             (i)    Local individual Shareholder can submit the attendance confirmation or authorization
                    through eASY.KSEI system until the time limit on 28 March 2024. Local individual
                    Shareholders who have not submitted the attendance confirmation or authorization until
                    the given time limit and wish to participate in the Virtual Meeting, the Shareholder must
                    register their attendance through eASY.KSEI system on the date that Meeting is being
                    held, from the opening of the registration until virtual Meeting registration time is closed by
                    the Company on 28 March 2024 at 12.00 PM IWT (“Registration Period of Virtual
                    Meeting”).

             (ii)   Those who are required to register their attendance through eASY.KSEI system on the
                    date that Meeting is being held until the Registration Period of Virtual Meeting is closed by
                    the Company are:
                    a. local individual Shareholders who have submit the attendance confirmation but have
                         yet to vote for minimum 1 (one) of the Meeting agenda through eASY.KSEI system
                         until 28 March 2024 at 12.00 PM IWT and wish to participate in the Virtual Meeting;
                    b. the Shareholders who have granted the authorization to the Authorized personnel
                         whose provided by the Company (Independent Representative) or (Individual
                         Representative) but the Shareholder have yet to vote for minimum 1 (one) of the
                         Meeting agenda through eASY.KSEI system until 28 March 2024 at 12.00 PM IWT;
                    c. the authorization recipient representative that has registered in the eASY.KSEI
                         system on behalf of the Shareholder who have granted authorization to the
                         intermediary (Custodian Bank or Securities Company) and have given the vote
                         through eASY.KSEI system until the time limit which is on 28 March 2024 at 12.00
                         PM IWT.

   (iii) The Shareholder who have submitted the attendance confirmation or given the
         authorization to the authorized personnel provided by the Company (Independent
         Representative) or (Individual Representative) and have given vote for minimum 1 (one) or
         all of the Meeting agenda through eASY.KSEI system by no later than 28 March 2024 at
         12.00 PM IWT, the Shareholder or their proxy(ies) do not have to register their attendance
         electronically through eASY.KSEI system on the date the Meeting is being held. The
         shares owned by the Shareholder will be automatically counted as the attendance quorum
         and the cast vote will be automatically counted in the Meeting voting.

   (iv) The delay or failure of the virtual registration as stipulated in the letter i-ii without exception
        will result in the Shareholder or their proxy(ies) not being able to participate in the virtual
        Meeting, and their shares will not be counted as the attendance quorum in the Meeting.

2. The Procedures of Submission of Question and/or Suggestion through Virtual Meeting

  (i)     The Shareholder or their proxy(ies) may convey the question and/or opinion in written
          through the chat feature in the “Electronic Opinions” column which is available on the E-
          Meeting Hall screen in the eASY.KSEI system. Submission of question and/or opinion can
          be carried out during the status of the Meeting in the “General Meeting Flow Text” column
          is “Discussion started for agenda item no. ()”.

  (ii)    The determination of the mechanism for the implementation of the question and answer
          and/or opinions session for each of Meeting agenda in writing through the E-Meeting Hall
          screen in the eASY.KSEI system will be set forth by the Company in the Meeting Rules.

  (iii) For the proxy(ies) who are present virtually and will convey a question and/or opinion of
        their Shareholder during the discussion session for each Meeting agenda, they are
        required to write down the names of the Shareholders they represent and the amount of
        shares ownership then followed by the related question and/or opinion.


3. Cast Vote through Virtual Meeting

   (i)    The virtual voting takes place in the eASY.KSEI system on the menu of E-Meeting Hall
          and on the sub-menu of Live Broadcasting.

   (ii)   The Shareholder or their proxy(ies) who attend but have not casted their votes for the
          Meeting agenda as stipulated in the point 2 letter i-ii, the Shareholders or their proxy(ies)
          have the opportunity to cast vote during voting process through E-Meeting Hall in
          eASY.KSEI system is opened by the Company. When the virtual voting for each Meeting
          agenda begins, the system will automatically run the voting time by counting down with
          maximum 5 minutes. During the virtual voting process, the “Voting for agenda item no ()
          has started” status will appear in the “General Meeting Flow Text” column. If the
          Shareholder or their proxy(ies) do not cast vote for the related Meeting agenda until the
          status of the Meeting as shown in the “Voting for agenda item no () has ended”, then will
          be deemed to have casted vote as Abstain for the related Meeting agenda.

   (iii) Voting time during the virtual voting process is the standard time as set out in eASY.KSEI
         system. The Company may determine the time policy for direct virtual voting for each
         Meeting agenda (with a maximum time of 5 (five) minutes for each Meeting agenda or it
         can be terminated earlier if all shareholders have voted) and this will be regulated in the
         Meeting Rules.

4. The Implementation of Virtual Meeting through Live Broadcast

   (i)    The Shareholders or their proxy(ies) who has been registered in eASY.KSEI system not
          later than 28 March 2024 at 12.00 PM IWT, can participate in the ongoing Meeting
          through Zoom webinar by accessing the eASY.KSEI system menu, the GMS Broadcast/
          Tayangan RUPS sub-menu in the AKSes (https://akses.ksei.co.id/).

   (ii)   The GMS Broadcast/Tayangan RUPS has a capacity up to 500 participants, where the
          attendance of each participant will be determined on a first come first serve basis. For the
          Shareholders or their proxy(ies) who do not get the opportunity to participate in the
          implementation of the Meeting through GMS Broadcast/Tayangan RUPS, are still deemed
          valid virtually, and their shares ownership and voting rights are taken into account in the
          Meeting, to the extent that they have been registered in eASY.KSEI system as stipulated
          in point 2 letter i-iii.

   (iii) The Shareholders or their proxy(ies) who only participates in the Meeting through the GMS
         Broadcast/Tayangan RUPS but are not registered as virtually present in the eASY.KSEI
         system as stipulated in point 2 letter i-iii, then the attendance of the Shareholder or their
         proxy(ies) will be deemed invalid and will not be counted in the Meeting attendance
         quorum.

   (iv) In order to participate in the Meeting optimally using the eASY.KSEI system and/or the
        GMS Broadcast/Tayangan RUPS, the Shareholders or their proxy(ies) are suggested to
        use the Mozilla Firefox browser.

5. The guidance on the eASY.KSEI system for the Shareholder regarding virtual attendance
   registration in the Meeting, the appointment of “individual representative”, “independent
   representative” and “intermediary” as the proxy(ies), the virtual Voting, the submission of
   question and/or opinion virtually, and participating in the GMS Broadcast/Tayangan RUPS
   through     Zoom      webinar,   can    be     downloaded     from    the    following  link
   https://www.ksei.co.id/data/download-data-and-user-guide about “User Manual eASY.KSEI –
   Shareholder.

                                              Jakarta, 8 March 2024
                                               PT Arkora Hydro Tbk
                                              The Board of Directors



  Notes: This Invitation is made in Indonesian and English languages. The Indonesian version shall prevail in the case of any
                inconsistencies or differencies of interpretation with the English language text of this Invitation