The Board of Directors of the Company hereby invites the Shareholders of the Company to attend the Annual General Meeting of Shareholders (“AGMS”) for Financial Year 2022 and Extraordinary General Meeting of Shareholders (“EGMS”, and hereinafter collectively shall be referred to as the “Meeting”) which shall be convened on:
| Wednesday, 28 June 2023
(in Jakarta time)
(in Jakarta time)
(starting with AGMS, after the closing of AGMS will be continued with EGMS)
The St. Regis Jakarta
Rajawali Place, Jl. H. R. Rasuna Said Blok Kav. B/4, Setiabudi, South Jakarta 12910
The Agenda of AGMS:
- Approval of the Annual Report of the Board of Directors including Supervisory Report of the Board of Commissioners of the Company for the financial year ended on 31 December 2022 and Ratification of the Company’s Financial Report for the financial year ended on 31 December 2022.
- Decision on the utilization of the Company’s income for the financial year ended on 31 December 2022.
- Appointment of the Company’s Public Accountant and/or the Public Accountant's Office to audit the Company’s Financial Report for the financial year ended on 31 December 2023.
- The decision of the remuneration and allowance of the members of the Board of Directors, as well as the decision of the honorarium of the members of the Board of Commissioners of the Company.
- Amendment of the Company’s Management.
The Agenda of EGMS:
Approval on the amendment of Article 3 of the Company’s Articles of Association.
In order to fulfill the requirements and provisions of the Central Bureau of Statistics Regulation Number 2 the Year 2020 concerning the Standard Classification of Indonesian Business Fields and Regulation No. IX.J.1 – Decree of the Chairman of Bapepam-LK No. KEP-179/BL/2008 dated 14 May 2008 concerning the Main Articles of Association of Companies Conducting Public Offerings of Equity-Type Securities and Public Companies.
- The Company does not send individual invitations to each shareholder, therefore this invitation shall be considered as a valid and official invitation to the Shareholders in accordance with Article 17 paragraph (1) juncto Article 52 paragraph (1) Financial Services Authority Regulation No. 15/POJK.04/2020 concerning Plan and Procedures for the General Meetings of Shareholders of Public Company (“POJK 15/2020”) and Article 12 paragraph (9) of the Articles of Association of the Company.
- The Shareholders who are eligible to attend or represented in the Meeting are:
a. For the Company’s shares that have not been registered in the collective custody, the Shareholders whose names are registered in the Shareholders Registrar at the Company’s securities administration bureau, namely PT Sharestar Indonesia on Monday, 5 June 2023 at 16.00 PM (in Jakarta time).
b. For the Company’s shares that are registered in the collective custody, the Shareholders whose names are registered in the Sub Stock Account at PT Kustodian Sentral Efek Indonesia (“KSEI”) at the closing of shares trading in Indonesia Stock Exchange on Monday, 5 June 2023.
- The Shareholders may attend the meeting electronically through the Electronic General Meeting System (eASY.KSEI) provided by KSEI. The Shareholder who can attend electronically are individual Shareholders which shares are registered in the KSEI’s collective custody. To use eASY.KSEI application, the Shareholders can access eASY.KSEI menu at the AKSes facility (https://akses.ksei.co.id/).
- The Company provides conventional and electronic power of attorney facilities (e-proxy) using eASY.KSEI, to independent party (as stipulated in POJK 15/2020), as well as other third party. The Company also advises the Shareholders to delegate its authorisation to PT Sharestar Indonesia as the proxy who receipt authorisation provided by the Company.
i. Conventional Power of Attorney: the form of conventional power of attorney which shall include voting selection as well questions on the Agenda of the Meeting may be downloaded through the Company’s website (www.samudera.id), and submitted by e-mail to email@example.com and firstname.lastname@example.org. The original power of attorney shall be submitted at the latest Friday, 23 June 2023 at 16.00 PM (in Jakarta time) to the following address:
PT Sharestar Indonesia
SOPO DEL Office Tower & Lifestyle
Tower B Lt. 18
Jl. Mega Kuningan Barat III, Lot 10.1-6
ii. E-Proxy through eASY.KSEI. The Independent Proxy is available in eASY.KSEI is PT Sharestar Indonesia. The Power of Attorney of e-proxy can be submitted to the eASY.KSEI’s website through the following link https://akses.ksei.co.id by Tuesday, 27 June 2023 at 12.00 PM (in Jakarta time).
- The Shareholders or their Proxies who will attend the Meeting in person (with a limited quota) are requested to:
a. Conduct initial registration, starting Monday, 12 June 2023, and Tuesday, 27 June 2023 at 12.00 PM (in Jakarta time) at the latest, through the following link: https://erups.samudera.id/registration
b. For individual Shareholders, submit a copy of their valid identity card/passport and taxpayer registration number and a copy of their Tax Registration Number. For Shareholders in the form of a legal entity are required to submit a copy of their Articles of Association and its last amendment as well as the latest deed of appointment of the Board of Directors and Board of Commissioners. For the Shareholders registered in KSEI Collective Custody are requested to present the Konfirmasi Tertulis Untuk Rapat (KTUR or Written Confirmation for Meeting) to the registration officer prior to entering the Meeting room.
- For the Shareholders who attend the Meeting electronically or provide the power of attorney electronically through the eASY.KSEI application is required to adhere to the procedures of the Meeting which may be uploaded at the Company’s website (www.samudera.id).
- Shareholders or their proxies must present at the Meeting at the latest 45 (forty-five) minutes prior to the commencement of the Meeting since the registration shall be closed 30 (thirty) minutes before the Meeting.
- The Annual Report and Consolidated Financial Report as well as the materials of the Meeting agendas are available on the Company's website (www.samudera.id) and/or eASY.KSEI’s website (https://akses.ksei.co.id) from the date of this invitation until the date the Meeting is convened and can be requested in writing to the Company during the Company's operating hours.
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