Day / date : Thursday, August 13, 2020
Time : 10:00 – finish
Location : PT. Wicaksana 4th Floor Jalan Ancol Barat VII Blok A 5D No.2, North Jakarta 14430, Indonesia
With the Meeting Agenda are as follows:
- Approval 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 2019.
Based on the provisions of Article 12 paragraph 2 of the Company’s Articles of Association and Article 66 of Law No. 40 of 2007 concerning Limited Liability Companies (“Company Law”) and with due observance to Article 41 paragraph 1 of the Financial Services Authority Regulation Number 15 / POJK.04 / 2020 concerning Plans and Organizations of Public Company Shareholders’ General Meetings (“POJK 15/2020”). The Annual Report and the Supervisory Report of the Board of Commissioners of the Company must obtain approval from the General Meeting of Shareholders of the Company (“GMS”) and the Consolidated Financial Statements of the Company must obtain approval from the GMS.
- Determination of appropriation of the Company’s net profit for the financial year 2019.
Based on the provisions of Article 12 paragraph 2 of the Company’s Articles of Association and Article 70 and Article 71 of the Company Law and by observing Article 41 paragraph 1 POJK 15/2020, the use of the Company’s net profit is decided at the GMS.
- Appointment of Public Accountant Firm for the financial year 2020 and grant the authorization to the Board of Commissioners of the Company to determine the honorarium and other requirements for such appointment.
Based on the provisions of Article 12 paragraph 2 of the Company’s Articles of Association and Article 59 POJK 15/2020 and taking into account Article 41 paragraph 1 POJK 15/2020, the Annual General Meeting of Shareholders determines a public accountant to audit the Company’s current books.
- Determination of the honorarium, salary and other remuneration for the members of the Board of Commissioners and the Board of Directors of the Company.
Based on the provisions of Article 17 paragraph 5 and Article 20 paragraph 14 of the Company’s Articles of Association; and Article 96 as well as Article 113 of the Company Law and taking into account Article 41 paragraph 1 POJK 15/2020, the amount of salary or honorarium and other benefits for members of the Board of Directors and members of the Board of Commissioners of the unofficial translation Company are determined by the GMS, where the authority of the GMS can be delegated to the Board of Commissioners.
- This summons is valid as an official invitation to the Shareholders of the Company, the Board of Directors of the Company does not send an invitation separately to the Company’s Shareholders.
- The Shareholder who entitled to attend the Meeting are the Company’s Shareholders whose names are registered in the Register of Shareholders (DPS) of the Company and / or the shareholders of the Company’s sub-account securities at PT Kustodian Sentral Efek Indonesia (“KSEI”) at the close of Stock Trading in Indonesia Stock Exchange on Tuesday, July 21, 2020.
- The Company strongly advised to Shareholders who are entitled to attend the Meeting whose shares are included in KSEI’s collective custody, not to be physically attend and grant proxy to the Company’s Securities Administration Bureau, PT Datindo Entrycom through KSEI Electronic General Meeting System (eASY.KSEI) facility in the https link: //akses.ksei.co.id/ provided by PT Kustodian Sentral Efek Indonesia as an electronically proxy mechanism for the process of holding a Meeting.
- In the event that shareholders will attend the Meeting or grant proxy the Company’s Securities Administration Bureau, PT Datindo Entrycom outside the eASY.KSEI mechanism, shareholders can download the power of attorney available on the Company’s website wicaksana.co.id which can be filled in and sent with the subject “WICO GMS Power of Attorney” via email firstname.lastname@example.org with a copy to email@example.com. The original power of attorney must be submitted directly or by registered letter to the Company’s Securities Administration Bureau PT Datindo Entrycom, having its registered office at Jl. Hayam Wuruk No. 28, Jakarta 10120 up. Data Management Department no later than 3 (three) working days prior the date of the Meeting, which is August 10, 2020.
- If the Company’s shareholders wish to physically attend the meeting, which is not recommended, the Company applies a very strict physical distancing in the Meeting room as required by Minister of Health Decree No. HK.01.07 / MENKES / 328/2020 concerning Covid-19 Prevention and Control Guidelines in Office and Industrial Workplaces in Support of Business Sustainability in Pandemic Situations (“KMK No. HK.01.07 / MENKES / 328/2020”).
- The shareholders of the Company who wish to attend the Meeting physically must register by notifying their attendance through email to firstname.lastname@example.org If the maximum capacity of the room has been fulfilled, the Company is entitled to decline further registration, and will announce in our official website wicaksana.co.id, related to this the Company strongly advices the shareholders of the Company who do not have the chance to attend the meeting physically, to grant proxy in accordance with point 3 above.
- The Company since the date of this summons has provided Meeting agenda materials for each Meeting Agenda which can be downloaded through the Company’s website wicaksana.co.id.
- Shareholders who are entitled to attend can submit questions on the agenda of the Meeting via the Company’s email at email@example.com with cc to DM@datindo.com, and the questions will be raised at the Meeting by the Shareholders and / or the Proxy and recorded in the Minutes of Meeting compiled by a Notary. Answers to those questions will be submitted via email to shareholders no later than 3 (three) business days after the Meeting.
- Notary assisted by the Company’s Securities Administration Bureau, will ensure validity and count voting for each agenda item in each decision for the meeting agenda, including those based on votes that have been submitted by the Shareholders through eASY.KSEI as referred to in item 3 above.
- Shareholders or their proxies who do not use KSEI eProxy who will attend the Meeting are required to submit a photocopy of their National Identity Card (KTP) or other identification to the Meeting Officer before entering the Meeting Room. Representatives of Shareholders in the form of a Legal unofficial translation Entity shall submit a photocopy of its Article of Association and its amendments respectively, including the composition of the last management.
- The Public Expose event will be held after the Meeting.
- Health Protocol:
For Shareholders or their Proxies who will remain physically present in the Meeting, a very strict health protocol will be implemented in the framework of Corona Virus Disease (Covid 19) handling.
- Wear a mask while in the area of the building where the meeting is held.
- Follow the health inspection procedures carried out by both the Company and the building management where the Meeting was held.
- Implement physical distancing policies according to the direction of the Company and the building management where the Meeting was held.
- Unhealthy shareholders or their proxies (especially having / feeling symptoms of COVID-19 infection (such as having a body temperature> 37.3 ° C, and / or fever / sore throat / cough / runny nose / shortness of breath) are not permitted to attend the Meeting.
- Fill out the Health Declaration Form provided by the registrar before entering the Meeting room.
- Leave the building immediately after the meeting is finish.
- The Company has the right and authority to prohibit shareholders or their proxies from attending or being in the Meeting room if the shareholders or their proxies do not meet the security and health protocols described above.
- For health reasons, the Company does not provide food and drinks, as well as souvenirs to Shareholders who present in the Meeting physically.
- In order to facilitate the arrangement and orderliness of the GMS, Shareholders or their legal proxies are kindly requested to have been at the place of the GMS no later than 30 (thirty) minutes before the Meeting commences.
Thus, to be known by the Company’s shareholders.
Jakarta, July 22, 2020
PT Wicaksana Overseas International Tbk