PT. WICAKSANA OVERSEAS INTERNATIONAL Tbk.
MINUTES SUMMARY OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS (“AGM”)
The Board of Directors of PT. Wicaksana Overseas International Tbk (the “Company”) hereby announce that the Company has convened its AGM (“Meeting”)as follows :
A.On
Day/Date : Wednesday, 14th June 2017
Time : 10.30 – 11.05 hours
Venue : Mercure Ancol Convention Center
Teluk Jakarta Room, 1st Floor
Taman Impian Jaya Ancol, Jakarta Utara
with the agenda as follows :
1.The approval of the Board of Directors’ Annual Report, including the Board of Commissioners’ report on implementation of control’s duty and ratification of the Company’s financial Statement for the financial year 2016.
2.The determination of appropriation of the Company’s net profit for the financial year 2016.
3.The appointment of Public Accountant Firm for the financial year 2017 and grant the authorization to the Board of Directors of the Company to determine the honorarium and other requirements for such appointment.
4.The determination of the honorarium, salary and other remuneration for the members of the Board of Commissioners and the Board of Directors of the Company.
B.Members of the Board of Directors and the Board of Commissioners of the Company present at the meeting :
Board of Directors.
1. Eddy Suwandi
2. Elys Karis.
Board of Commissioners
1. Djajadi Djaja
2. Hariady Hugeng.
3. Haji Suhadi, SH.
C.The meeting was attended by shareholders representing 1.113.236.772 shares or equal to 87.72% of all shares issued by the Company, therefore, it fulfilled the quorum to make decisions, which is more than ½ of all shares issued by the Company for the first to forth items on the agenda of the meeting, thus the meeting was validly conducted and made valid resolutions.
D.In the meeting, the Shareholders/their respective proxies were given the opportunity to ask questions and/or give their opinions regarding the agenda of the Meeting.
E.There was no shareholder who asked questions and/or give an opinion for each agenda of the Meeting.
F.The procedure for making resolutions in the Meeting is as follows :
The resolutions reached through deliberation to reach a consensus. In the event no consensus reached, hence it will be voting.
G.All Shareholders and proxies agreed, hence the results of resolutions have made through deliberation of consensus.
H.The Meeting has resolved as follows :
First Agenda
1.Accepted and approved the Board of Directors’ Annual Report on the activities of the Company for the financial year ended 31st December 2016, including the supervisory report from the Board of Commissioners for the financial year ended 31st December 2016.
2.Accepted and approval the Financial Statements of the Company for the year ended 31st December 2016, audited by the Public Accountant Firm Purwantono, Sungkoro & Surja with its report No. RPC-3349/PSS/2017 dated 22nd March 2017 with Unqualified Opinion.
3.Provide full release and discharge (acquit et de charge) to the members of the Board of Directors and the Board of Commissioners for the management and supervision they have done during the year 2016 as long as the actions are reflected in the financial statements.
Second Agenda
Approved that no dividends be paid for the year 2016 as the company still has negative balance of profit and the net income in the year 2016 is used to decrease the accumulated losses of the Company
Third Agenda
Approved and authorized the Board of Commissioners to :
1.Appoint the Independent Public Accountant Firm to audit the financial statements of the Company for the year ended 31st December 2017, provided that the appointed Public Accountant Firm is an Independent Public Accountant Firm that is registered at the Financial Public Authority (“Otoritas Jasa Keuangan or OJK”) with good reputation.
2.Determine the fee and other requirements with respect to the appointment of the Independent Auditor.
Forth Agenda
1.Approved the remuneration and benefit for the members of the Board of Commissioners to a minimum 10% (10 percent) higher compared to last year, effectively as of the closing of this Meeting until the next AGM that will be held in year 2018.
2.Agreed to give authorization to the Board of Commissioners to determine the remuneration and benefit to the members of the Board of Directors.
Jakarta, 16th June 2017
The Board of Directors