The Company Directors hereby invite the Company’s shareholders to attend the Extraordinary General Meeting of Shareholders (“Meetings”) which will be held at:
||Wednesday/ November 27, 2019
||Sampoerna Strategic Square, North Tower Ruang Anggrek 1-3, Lantai 3A Jl. Jenderal Sudirman Kav. 45-46, Jakarta Selatan 12930
Meeting Agenda :
- Approval of the ratification of the series of transactions of the Company, which is an integral and inseparable part, and constitutes a Material Transaction as referred to in Regulation No. IX.E.1 and Regulation No. IX.E.2 of the Proposed Transaction on affiliated loans of USD616 million;
- Approval of changes and / or adjustments to the Company’s Articles of Association; and
- Approval of changes in the Company’s management.
Explanation of Meeting Agenda:
Agenda is carried out in accordance with Financial Services Authority Regulation Number 32 / POJK.04 / 2014 concerning Plans and Conducting General Meeting of Shareholders of Public Companies (“POJK No. 32 of 2014”); Financial Services Authority Regulation Number 32 / POJK.04 / 2018 concerning Amendments to POJK No. 32 of 2014 (“POJK No. 10 of 2018”) and the Company’s Articles of Association.
- Referring to POJK No. 32 of 2014, summons for meetings is advertised in 1 (one) Indonesian language daily newspaper with national circulation, the Indonesian Stock Exchange Website and the Company’s Web.
- Those who are entitled to attend or be represented at the Meeting are:
- for the Company’s shares which have not been included in the Collective Custody are only the shareholders or authorized shareholders of the Company whose names are recorded in the Register of Shareholders of the Company on November 4, 2019 at the latest at 16.00 WIB;
- for the Company’s shares which are in Collective Custody are only account holders or the attorneys of account holders whose names are recorded in the account holder or custodian bank at PT Kustodian Sentral Efek Indonesia (“KSEI”) whose names are recorded as of November 4, 2019 at the latest at 16.00 WIB; and
- KSEI securities account holders in Collective Custody are required to provide a List of Shareholders under their management to KSEI to obtain Written Confirmation for Meetings (“KTUR”).
- Shareholders or their proxies who will attend the Meeting are kindly requested to bring and submit a copy of the Share Collective Letter and a photocopy of the National Identity Card (KTP) or other identification to the Company’s registration officer, before entering the Meeting room. Shareholders in collective custody must carry a KTUR letter that can be obtained through an Exchange Member or Custodian Bank.
- Shareholders who are unable to attend can be represented by their attorneys by bringing a valid Power of Attorney as determined by the Company’s Directors, provided that members of the Board of Directors, members of the Board of Commissioners and employees of the Company may act as the authorized shareholders of the Company in this Meeting, remove is not counted in the vote.
- The power of attorney form can be obtained every working day at the Company’s office in Jakarta, SOPO DEL Office Tower B Floor 21, Jalan Mega Kuningan Barat III Lot 10.1-6 South Jakarta 12950;
- All Power of Attorney must be received by the Board of Directors of the Company at the Company’s representative office at the address as stated in point 4.b above, no later than 3 (three) working days prior to the Meeting date until 16.00 WIB.
- For shareholders of the Company such as limited liability companies, cooperatives, foundations or pension funds to bring a photocopy of the complete articles of association along with the latest deed in connection with the Board of Commissioners and Directors in office.
- To facilitate the organization and order of the Meeting, shareholders or their proxies are kindly requested to be present at the Meeting 30 minutes before the Meeting begins.
Jakarta, 5 November 2019