Minutes of Annual General Meeting of Shareholders 2015

ANNOUNCEMENT
SUMMARY MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

The Board of Directors of PT Surya Esa Perkasa Tbk (the “Company”), domiciled in South Jakarta, hereby announces that it has conducted an Annual General Meeting of Shareholders (the “Meeting”) on Monday, 25 May, 2015 at 10:38 – 11:34 Western Indonesian Time at the Raffles Hotel Jakarta, the following are the Summary of Minutes of the Meeting:

A. ATTENDANCE OF THE BOARD OF COMMISSIONERS AND BOARD OF DIRECTORS

Board of Commissioners :
Bapak Hamid Awaludin (President Commissioner & Independent Commissioner)
Bapak Theodore Permadi Rachmat (Vice President Commissioner)
Bapak Rahul Puri (Commissioner)
Bapak Ida Bagus Rahmadi Supancana (Independent Commissioner)

Board of Directors :
Bapak Chander Vinod Laroya (Executive Director)
Bapak Ida Bagus Made Putra Jandhana (Bussiness Development Director)
Bapak Isenta Finance (Director)
Bapak Mukesh Agrawal (Tehnical Director & Independent Director)

B. QUORUM OF SHAREHOLDERS

The Meeting was attended by the valid shareholders or Shareholders’s proxies composing 809.884.910 shares or 73,63% of the shares issued and fully paid-in by the company.

C. MEETING AGENDA

1.
a) Approval of the Company’s Annual Report, including the Report of the Board of Commissioners, for the period which ends on December 31, 2014;
b) Ratification the Company’s Financial Statement for the fiscal year which ends December 31, 2014;
c) To release and discharge the members of the Board of Directors from their responsibilities of the management of the Company and the members of the Board of Commissioners on control measures of the Company, considering that all actions mentioned in the Company’s Financial Statements for the fiscal year which ends on December 31, 2014 (acquit et de charge).
2. Determination of the utilization of the Company’s net profit for the fiscal year 2014.
3. Approval of the appointment of Independent Public Accountants to audit the books of the Company for the financial year 2015.
4. Approval to deliver the power and authority to the Board of Commissioners of the Company to determine salaries and/or honorarium and/or allowances for Board of Directors and Board of Commissioners of the Company.
5. Approval of Amendment to the Articles of Association.

D. THE COMPLIANCE OF LEGAL PROCEDURE FOR THE IMPLEMENTATION MEETING

1. Has delivered the notification to the Financial Services Authority (OJK) and the Indonesia Stock Exchange (IDX) in connection with the plan of the General Meeting of Shareholders on 8 April 2015 and 29 April 2015;
2. Has delivered the announcement to the Shareholders of the Company regarding the plan of the Annual General Meeting of Shareholders, which has been announced in 1 daily newspaper namely Investor Daily on 16 April, 2015.
3. Has delivered the Meeting Invitation to the Shareholders of the Company regarding the Annual General Meeting of Shareholders, the Invitation has been announced in a daily newspaper namely Investor Daily on May 2, 2015.

E. MEETING DECISIONS

AGENDA I

1. The Meeting has provided the opportunity to shareholders and Shareholders’ proxies who attended the Meeting to ask questions and/or give opinions related to the first meeting agenda.
2. In the question & answer session , there was no shareholders and/or Shareholder’s proxies who attended the Meeting submit the question.
3. The decision making was held by voice vote.
4. The result of the voting as follows:
a. No one shareholder abstained.
b. No one shareholder disagreed.
The result was as much as 809,884,910 shares or 100% of the total valid shares that attended the Meeting, decided to approve the proposed decision of the first meeting agenda
5. The decisions of the first Meeting Agenda as follows:
a. Approval the Company’s Annual Report, including the Report of the Board of Commissioners, for the period which ends on December 31, 2014;
b. Approval the Ratification of the Company’s Financial Statements for the fiscal year which ends December 31, 2014;
c. Approval to release and discharge the members of the Board of Directors from their responsibilities of the management of the Company and the members of the Board of Commissioners on control measures of the Company, considering that all actions mentioned in the Company’s Financial Statements for the fiscal year which ends on December 31, 2014 (acquit et de charge).

AGENDA II

1. The Meeting has provided the opportunity to shareholders and Shareholders’ proxies who attended the Meeting to ask questions and/or give opinions related to the second agenda.
2. In the question & answer session, there was no question related to the agenda of the Meeting.
3. The decision-making was held by voice vote
4. The result of the voting as follows:
a. No one shareholder abstained.
b. No one shareholder disagreed.
The result was as much as 809,884,910 shares or 100% of the total valid shares that attended the Meeting, decided to approve the proposed decision of the second meeting agenda.
5. The decision of the second Meeting agenda as follows:
Approval the use of net profit for the fiscal year 2014 of US$ 10,318,283 is used entirely as retained earnings. Due to the Company’s business development plan, then the Company will not distribute dividends.

AGENDA III

1. The Meeting has provided the opportunity to shareholders and the Shareholders’ proxies who attended the Meeting to ask a questions and/or give opinions related to the third agenda.
2. In the question & answer session , there was no shareholders and/or Shareholder’s proxies who attended the Meeting submit the question.
3. The decision-making was held by deliberation
4. The result of the voting as follows:
a. No one shareholder abstained.
b. No one shareholder disagreed.
The result was as much as 809,884,910 shares or 100% of the total valid shares that attended the Meeting, decided to approve the proposed decision of the third meeting agenda.
5. The decisions of the third Meeting agenda as follows:
Approval to appoint Osman Bing Satrio & Eny (Deloitte) as the Company’s independent public accountants to audit the books of the Company for the financial year 2015.

AGENDA IV

1. The Meeting has provided the opportunity to shareholders and the Shareholders’ proxies who attended the Meeting to ask a questions and/or give opinions related to the fourth agenda.
2. In the Question & Answer session , there was no shareholder and/or Shareholder’s proxies who attended the Meeting submit the question.
3. The decision making was held by voice vote
4. The result of the voting are follows:
a. No one shareholder abstained.
b. No one shareholder disagreed.
The result was as much as 809,884,910 shares or 100% of the total valid shares that attended the Meeting, decided to approve the proposed decision of the fourth meeting agenda.
5. The decision of the fourth Meeting agenda as follows:
Approval to give power and authority to the Board of Commissioners to determine salaries and/or honorarium and/or allowances for Directors and Board of Commissioners.

AGENDA V

1. The Meeting has provided the opportunity to shareholders and the Shareholders’ who attended the Meeting to ask a questions and/or give opinions related to the fifth agenda.
2. In the question & answer session , there was no shareholder and/or Shareholder’s proxies who attended the Meeting submit the question
3. The decision making was held by voice vote.
4. The result of the voting as follows:
a. No one shareholder abstained.
b. No one shareholder disagreed.
The result was as much as 809,884,910 shares or 100% of the total valid shares that attended the Meeting, decided to approve the proposed decision of the fifth meeting agenda.
5. The decisions of the fifth Meeting agenda are as follows:
Approval :
a. The Amendment to the Articles of Association to comply with Financial Services Authority Regulations (OJK)
b. To gives Authorization to the Board of Directors with the right of substitution to compile and restate Decision on the Amendment to the Articles of Association of the Company in the Deed and subsequently notify the competent authority and do all other acts required in connection with the Amendments of the Company’s Articles of Association considering that no contrary with the current prevailing regulations.

Jakarta, 27 Mei 2015
PT Surya Esa Perkasa Tbk
Board of Directors

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