Pemanggilan Rapat Umum Pemegang Saham Tahunan Waskita

waskita

Pemanggilan Rapat Umum Pemegang Saham Tahunan Waskita

The Board of Directors of PT Waskita Karya (Persero) Tbk (“Company”) hereby invite the Company’s Shareholders to attend the Annual General Meeting of Shareholders (“Meeting”) which will be held on:

 

Hari/Tanggal        : Jumat, 16 April 2021
Waktu                     : 14.00 WIB – selesai
Tempat                   : Grand Ballroom Hotel Fairmont Jakarta,

                                   Jl. Asia Afrika No. 8, Gelora Bung Karno, Jakarta

 

With the following Agenda :

  1. Approval of the Annual Report of the Company including the Supervisory Task Report of the Board of Commissioners during the Financial Year of 2020 and the Ratification of the Financial Statement of the Financial Year of 2020 as well as Ratification of the Annual Report including Financial Statement of the Partnership and Community Development Program Financial Year of 2020.
  2. Appointment of a Public Accountant Office to audit the Financial Statement of the Company and the Annual Report of the Implementation of the Partnership and Community Development Program for the Financial Year ended on December 31st, 2021.
  3. Determination of the Board of Directors’ salary, the Board of Commissioners’ honorarium and tantiem for Members of the Board of Directors and Members of the Board of Commissioners of the Company.
  4. Approval of Loan and Funding which will be received by the Company from Bank (Conventional Bank and/or Sharia Bank, Non-Bank Financial Institutions, and Public (through Securities other than Equity Securities such as Bond and/or Sharia Bond through public offering or non-public offering) with Government Guarantee based on the provisions of Ministry of Finance Regulation (PMK) Number 211/PMK.08/2020 concerning Procedures for Provision of Government Guarantee for State-Owned Enterprises in The Context of The Implementation of National Economic Recovery Program.
  5. Affirmation of the enforcement of the SOE Ministry Regulation Number PER-11/MBU/11/2020 dated November 23rd, 2020 concerning Management Contract and Annual Management Contract of The Board of Directors of State-Owned Enterprises.
  6. Amendment of the Articles of Association of the Company.
  7. Report on the use of Proceeds of Bonds.
  8. Approval of Changes of the Compositions of the Company’s Management.

 

With the following explanations:

  1. Meeting agenda 1 up to 3 are annual agenda held to fulfill the Article 21 paragraph (2) of the Company's Articles of Association, Law Number 40 Year of 2007 concerning Limited Liability Company (“Company Law”), and Article 23 paragraph (2) of Law Number 19 Year of 2003 concerning State-Owned Enterprises.
  2. Meeting agenda-4 is proposed to fulfill the provisions of Article 12 paragraph (7) letter j of the Company's Articles of Association and/or Article 10 paragraph (2) letter d and Article 19 paragraph (1) letter j PMK Number 211/PMK.08/2020 concerning Procedures for Provision of Government Guarantee for State-Owned Enterprises in The Context of The Implementation of National Economic Recovery Program.
  3. Meeting agenda-5 is proposed to fulfill the provisions of Article 16 paragraph (2) of State-Owned Enterprises (SOE) Minister Regulation Number PER-11/MBU/11/2020 dated November 23rd, 2020 concerning Management Contract and Annual Management Contract of The Board of Directors of State-Owned Enterprises.
  4. Meeting agenda-6 is proposed to fulfill the provisions of Article 28 paragraph (2) of the Company's Articles of Association, Article 57 and Article 63 of Indonesia Financial Service Authority Regulation Number 15/POJK.04/2020 concerning Arrangement and Implementation of General Meeting of Shareholders of Public Company (“POJK 15/2020”), the Company proposed the Amendment to adjust the provisions of POJK Number 32/POJK.04/2015 concerning Capital Increase of Listed Company through Rights Issue as amended by POJK Number 14/POJK.04/2019, POJK 15/2020, and POJK Number 16/POJK.04/2020 concerning Implementation of Electronic General Meeting of Shareholders as well as adjustment of the provisions on the Company's Articles of Association regarding the Board of Directors’ Duties, Authority, and Responsibilities.
  5. Meeting agenda-7 is a report regarding the realization of fund resulting from Continuous Public Offering of Continuous Bonds IV Phase I which was conducted in 2020, held to fulfill the provisions of Article 6 POJK Number 30/POJK.04/2015 concerning Report on the Realization Reports on Utilization of Proceed of Public Offerings.
  6. Meeting agenda-8 is proposed to fulfill the provisions of Article 5 paragraph (4) point c and Article 25 paragraph (4) point a of the Company's Articles of Association, SOE Minister Regulation Number PER-02/MBU/02/2015 concerning Requirements and Procedures of Appointment, and Dismissal of SOE's Board of Commissioner and Board of Trustees, and SOE Minister Regulation Number PER-03/MBU/02/2015 concerning Requirements, Procedures of Appointment, and Dismissal of SOE's Board of Directors.


Notes:

Concerning the Meeting, the Company informs as follows:

  1. The Company shall not send separate invitations to the Shareholders. This announcement constitutes an official Invitation to the Meeting.
  2. Pursuant to Article 23 paragraph (2) of POJK 15/2020, Shareholders who are entitled to attend and vote in the Meeting are those whose names are recorded in the Shareholders Register of the Company or in the securities account at The Indonesian Securities Depository (“KSEI”) on March 24th, 2021.
  3. In regards to the Guidelines on Prevention and Control of COVID-19 issued by the Ministry of Health of the Republic of Indonesia, and pursuant to Article 27 of POJK 15/2020, the Company encourages the Shareholders to attend the Meeting by providing the Power of Attorney via Electronic General Meeting System Facility of KSEI (“eASY.KSEI”) with the following procedures:  
    1. The Shareholders shall be previously registered in the Facility of Securities Ownership Reference (“AKSes KSEI”). If the Shareholders are not registered, the Shareholders are kindly requested to register on the website AKSes.KSEI via link https://akses.ksei.co.id/.
    2. For the Shareholders registered as AKSes KSEI users may provide electronic proxy through eASY.KSEI via link https://easy.ksei.co.id/.
    3. The Shareholders may declare their proxy and votes, modify the appointment of the Attorney and/or the votes for the agendas of the Meeting, or revoke the proxy, in a period beginning on the date of the Invitation of the Meeting until 1 (one) business day before the Meeting, which on April 15th, 2021 at 12.00 Western Indonesia Time.
  4. If the Shareholders intend to attend the Meeting on-site, please consider the following guidelines:
    1. Shareholders unable to attend the Meeting directly may be represented by their proxy with the following requirements:
      1. The Shareholders shall issue a Power of Attorney to independent parties on condition that the member of Board of Directors and the Board of Commissioners, and officials of the Company, may be acted as a proxy of the Shareholders in the Meeting. Nevertheless, their votes are not calculated in the voting.
      2. The form of the Power of Attorney may be downloaded on the Company’s website. The fully completed Power of Attorney shall be delivered to the Securities Administration Bureau (BAE) of the Company, PT Datindo Entrycom, at Jl. Hayam Wuruk No. 28, Jakarta 10210, Telp. (021) 3508077, at the latest on April 13th, 2021 at 15.00 Western Indonesia Time.
    2. Attending Shareholders (or their proxy) are requested to bring and submit a copy of valid identification to the registration officer before entering the Meeting room.
    3. Legal Entity Shareholders are requested to bring a complete copy of their Articles of Association, attached with the deed of the current composition of the Board of Directors and the Board of Commissioners.
    4. Shareholders included in Collective Custody must submit Written Confirmation for Meeting (KTUR) which may be obtained during business hours at the Securities Company or at the Custodian Bank in which the Shareholders open their securities account.
    5. Shareholders (or their Proxy) shall follow and pass the security and safety protocol available in the Meeting venue, as follows:
      1. Have Rapid Antigen Test (non-reactive) or PCR Swab Test (negative) Result obtained from the doctor of hospital, public health center or clinic, of which the sample of the test is taken within 1 (one) day before the Meeting.
      2. Wearing a mask during the activity in the area and Meeting venue.
      3. According to the detection and monitoring, having body temperature not more than 37,30 C.
      4. Following the direction of the Meeting Committee on implementing the physical distancing policy, either before, on, or after the Meeting. Therefore, due to the physical distancing policy, the Meeting Committee may limit the capacity of the Meeting room.
      5. Following the procedure and protocol of avoiding the spread of COVID-19 infection as may be determined by the Company.
    6. Shareholders (or their proxy) who are unable to fulfill the provision described in letter (e) above is recommended to give their proxy through eASY.KSEI system without prejudice to their right to submit questions, opinions and/or votes in the Meeting.
  5. The Company shall re-announce if there is any changes and/or additional information regarding the procedure of the arrangement of the Meeting, with reference to the latest condition and update of the integrated handling and control for preventing the spread or infection of COVID-19.
  6. Materials for the Meeting are available from the date of this Invitation until the day of the Meeting. The Meeting materials may be downloaded on the Company’s website via link https://investor.waskita.co.id/gms.html pursuant to Article 18 paragraph (1) of POJK 15/2020.

  7. In order to ensure the arrangement and orderliness of the Meeting, the Shareholders (or their proxies) are required to arrive 45 (forty five) minutes before the Meeting started.

 

The Company’s Annual Report of 2020 and Audited Financial Statement as of December 31st, 2020 is on uploading process.

 

Jakarta, March 25th, 2021
The Board of Directors
PT WASKITA KARYA (PERSERO) Tbk

Waskita Karya

Waskita Karya

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