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Invitation Of Extraordinary General Meeting Of Shareholders - PR I

The Board of Directors of the Company hereby invites the Shareholders of the Company to attend the Extraordinary General Meeting of Shareholders (the “Meeting”) to be held on:
 Day/Date:Monday, 15 Februari 2016
 Time:10:00 a.m - finish
 Venue:Ballroom Sasono Mulyo 1 & 2, Le Meridien Hotel Jakarta
   Jl. Jendral Sudirman Kav 18-20, Jakarta.

 

With the following Meeting’s agenda:

Approval for the Company’s plan to implement capital increase by issuing Pre-emptive Rights (”PR I”), in accordance with Financial Service Authority Regulation Number 32/POJK.04/2015 regarding Public Company Capital Increase by Pre-emptive Rights, including:

  1. Approval for the amendments to the Company’s Articles of Association regarding the increase of issued and paid-up capital within the scope of PR I; and
  2. Grant of power of attorney and authority to the Board of Directors, with the rights to substitute, to perform all necessary actions related to the capital increase by issuing PR I, including but not limited to draw-up or request to be drawn up all deeds, letters and necessary documents, to appear before any authorized party/ official, including notary, to file any application to any authorized party/official in order to obtain approval or reporting matters to any authorized party/official as well as to register to the company register as contemplated in applicable  laws and regulations.

Explanation:
In order to conduct the Company’s business activities, either by the Company itself or its subsidiaries, the Company intends to strengthen the Company’s capital structure, in order for the Company’s or its subsidiaries’ business development. In the Meeting’s agenda, the Company intends to seek for the shareholders’ approval with regard to the implementation of PR I. PR I’s planning has been elaborated by the Company in the information disclosure which has been announced in Investor Daily newspaper, dated 7 January 2016.

Regarding PR I, the Company also seek the shareholders’ approval with regard to:

  1. The amendment of article 4 clause 2 of the Company’s Articles of Association regarding the increase of issued and paid-up capital; and
  2. The grant of full power of attorney and authority to the Board of Directors, with the rights to substitute, to implement the decisions adopted in this Meeting.

Notes:

  1. The Meeting’s announcement has been announced in the Investor Daily newspaper on 7 January 2016, Stock Exchange website, and the Company’s website.
  2. The Company does not send invitation to each Shareholder, thus this invitation shall be treated as an official invitation to the Shareholders.
  3. The Shareholders entitled to be present or represented at the Meeting shall be:
    a.    for shares that are not in collective custody: Company’s Shareholders or their proxies whose names are  legitimately listed in the Shareholder Registry of the Company dated 21 January 2016 until 04.00 pm in PT Raya Saham Registra, as the Company’s stock administration bureau domiciled in Jakarta, addressed at Gedung Plaza Sentral, Lt. 2 Jl. Jend. Sudirman Kav. 47-48 Jakarta 12930;
    b.    for shares that are in collective custody: Company’s Shareholder or their proxies whose names are legitimately listed on the account holder or custodian bank in PT Kustodian Sentral Efek Indonesia (“KSEI”) dated 21 January 2016 until 04.00 pm. KSEI account holders in collective custody are required to provide the Shareholder Registry of the Company managed by KSEI to obtain written Meeting’s Confirmation.
  4. The Shareholders or their proxies are required respectfully to bring and submit copy of the Shares Collective Letter and copy of the personal identification in the form of KTP or other valid personal identification to the registration officer. Legal entity Shareholders shall submit a copy of their respective articles of association and its latest amendment and the latest deed of appointment of its Board of Directors and Board of Commissioners.  The shareholders in KSEI Collective Custody are particularly requested to present its written confirmation for the Meeting under its name to the registration officer before entering the meeting room. In order to maintain the order of the Meeting, the Shareholders or their proxies are required respectfully to be present 30 (thirty) minutes before the meeting commences. 
    a.     The shareholders who are unable to be present may be represented by their proxies under a valid power of attorney to represent them as determined by the Company’s Board of Directors (“Power of Attorney”) along with a copy of KTP or other valid personal identification of the Shareholders as the authorizer or the proxies provided that members of the Board of Directors and the Board of Commissioners and the Company’s employees are not allowed to act as the Shareholders’ attorney in the Meeting.
    b.    The Power of Attorney form may be obtained during business hours on any business day at the Company’s office, PT Sierad Produce Tbk., having its address at TCC Batavia Tower One, Lt.7 Jl. KH Mas Mansyur Kav 126, Jakarta 10220 or at the Company’s Stock Administration Bureau, PT Raya Saham Registra, domiciled in Jakarta, having its address at Gedung Plaza Sentral, Lt. 2 Jl. Jend. Sudirman Kav. 47-48 Jakarta 12930.
    c.    All Power of Attorney shall be received by the Company’s Board of Directors at the latest 3 (three) business days prior to the date of the Meeting which falls on 10 February 2016 at the Company’s Stock Administration Bureau or at the Company’s office having its address as mentioned in point 3 (a) above.
  5. The Meeting’s materials shall be made available at the office of the Company during business hours on any business day from the date of this invitation until the date of the Meeting.



Jakarta, 22 January 2016
The Board of Directors