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Invitation AGM PT TMS 2024

The Company's Board of Directors hereby invites the Company's Shareholders to attend the Company's Annual General Meeting of Shareholders (the "Meeting"), which will be held on:
Day, Date : Friday, June 14th,  2024
Time          : 10.00 AM
Place        : Hotel Pullman Jakarta Central Park, Room Warhol 1 & 2.  Jln. Let Jend. S. Parman Kav. 28, Jakarta 11470

Agenda of the Meeting as follows :

  1. Approval of the Annual Report, including Supervisory Task Report of the Board of Commissioners of the Company for the financial year ended December 31, 2023 and Ratification of the Financial Report of the Company for the financial year ended December 31, 2023. Pursuant to Article 69 and Article 78 of Law No. 40 of 2007 regarding Limited Liability Company ("Company Law"), as amended by Law No. 6 of 2023 regarding Stipulation of Government Regulations in Lieu of Laws no 2 of 2022 regarding Job Creation Law (“UUPT”). The Annual Report and the Board of Commissioners' Supervision Report must be approved by the Annual General Meeting of Shareholders of the Company ("GMS") and the Company's Financial Statements must be ratified by the Annual GMS.
  2. Determination of the appropriation of Company's net profit for the financial year ended December 31, 2023. Pursuant to Article 70 and Article 71 paragraph (1) of Company Law, the distribution of the Company's net profit shall be decided at the Annual GMS.
  3. Appointment of Public Accountant to audit the Company's book for the financial year ended on the 31st December 2024. Pursuant to Article 19 of the Company's Articles of Association and POJK No. 9 of 2023 regarding the Use of Public Accountant and Public Accounting Firm in financial services activities, in article 3 paragraph (1), paragraph (4), article 7 paragraph (1), regulates the GMS is obliged to decide on the appointment of Public Accountant and/or Public Accounting Firm
  4. Determination of the Salary and honorarium including Facility and other allowance for Board of Directors and Board of Commissioners of the Company for year 2024. Pursuant to Article 96 and Article 113 Company Law, Provisions concerning the amount of the salary and allowances for members of the Boards of Directors and the Board of Commissioners shall be stipulated by GMS. Therefore the Company submits the above agenda in the Meeting.
  5. The Change of Board Composition of the Company. Pursuant to Article 96 and Article 111 of the Company Law, concerning appointment, replacement and dismissal of members of Board of Directors and member of Board of Commissioner by GMS.

Notes :

  1. The Company does not send special invitations to the Company's Shareholders, because this Invitation is valid as an official invitation. This call can also be seen on the website of PT. Indonesia Stock Exchange (“IDX”), website of PT. Indonesian Central Securities Depository (“KSEI”) and the Company's website.
  2. Materials related to the agenda of the Meeting are available at the Company's office from the date of the Invitation until the Meeting is held on June 14th, 2024 according to the information above.
  3. Shareholders who are entitled to attend or be represented and vote at the Meeting are:
    1. attend the Meeting electronically through the eASY.KSEI application;
    2. present through electronic power of attorney via eASY.KSEI (e-proxy);
    3. attend the meeting physically; or
    4. present through the grant of power of attorney using the Power of Attorney form.
  4. Shareholders who can attend directly electronically or provide power of attorney electronically (e-proxy) through the eASY.KSEI Application are Shareholders whose shares are kept in KSEI's collective custody. To use the eASY.KSEI Application, Shareholders can access the eASY.KSEI menu at the AKSes.KSEI facility (http://akses.ksei.co.id), taking into account the following provisions:
    1. Shareholders inform their attendance or appoint their proxies and/or submit their vote choices on the eASY.KSEI Application, no later than 12.00 WIB on 1 (one) working day prior to the date of the Meeting.
    2. Shareholders who will attend electronically or provide their power of attorney electronically to the Meeting via the eASY.KSEI Application, must pay attention to the following matters:
      1. Registration Process;
      2. Process of Submitting Questions and/or Opinions Electronically;
      3. Voting/Voting Process;
      4. GMS Impressions. Guidelines for registration, use, and further explanation regarding eASY.KSEI can be downloaded via the eASY.KSEi website ( https://akses.ksei.co.id ).
  5. The Company urges the Company's Shareholders to attend the Meeting electronically or to authorize their attendance to the Company's Securities Administration Bureau, namely PT. Raya Saham Registra, Plaza Central Building, 2nd Floor, Jalan Jenderal Sudirman kav. 47-48 Karet Semanggi, Setiabudi, Jakarta 12930, using:
    1. Electronic Power of Attorney (e-Proxy) which can be done electronically on the eASY.KSEI Application; or
    2. Conventional Power of Attorney which can be downloaded through the Company's website www.pttms.co.id. The Conventional Power of Attorney is filled out and sent along with the completeness via email to corpsec@pttms.co.id or anton@registra.co.id
    3. The original Power of Attorney that has been signed and its supporting documents must have been received by registered letter at the Company's office, Jalan Daan Mogot Km. 16, Semanan, Kalideres Jakarta 11850, attn. Corporate Secretary Section, not later than 3 (three) working days prior to the date of the Meeting or not later than June 13th, 2024.
  6. In granting power of attorney by Conventional Power of Attorney, members of the Board of Directors, members of the Board of Commissioners and employees of the Company are permitted to act as proxies for the Company's Shareholders at the Meeting, but the votes they cast as proxies at the Meeting are not counted in the voting.
  7. Shareholders and/or their proxies who will be physically present, before entering the Meeting room are required to fill out the attendance list and submit a photocopy of Identity Card (KTP) or other identification to the Company's registration/registration officer. Shareholders in the form of legal entities are required to bring evidence of their authority to represent legal entities, such as the Articles of Association and their amendments, letters of approval/approval from the competent authorities, as well as deed containing the last changes to the management who were still in office at the meeting.
  8. To facilitate the arrangement and order of the Meeting, the Shareholders or their proxies who are physically present are kindly requested to be at the Meeting venue no later than 30 minutes before the Meeting starts.