ANNOUNCEMENT OF RESUME OF MINUTES OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

of PT AKR Corporindo Tbk

Having Its Domicile in West Jakarta

("Company")

The Board of Directors of the Company hereby inform to the Company's Shareholders that the Company has convened and conducted an Annual General Meeting of Shareholders and following is the summary of Minutes of Matters discussed and approved:

Day/Date

: Friday, April 28, 2023

Time

: 09.14 WITZ - 11.01 WITZ

Venue

: AKR Gallery West, Meeting Room P2 Floor,

Jl. Panjang No.5, Kebon Jeruk, Jakarta Barat 11530, Indonesia

Attendance : Board of

Commissioners:

Board of

Directors :

Shareholders present in person/Proxy:

1.

Soegiarto Adikoesoemo*

President Commissioner

2.

I Nyoman Mastra

Commissioner

3.

Mohamad Fauzi Maulana Ichsan

Independent Commissioner

1.

Haryanto Adikoesoemo

President Director

2.

Jimmy Tandyo

Director

3.

Bambang Soetiono Soedijanto*

Director

4.

Mery Sofi

Director

5.

Suresh Vembu

Director

6.

Nery Polim

Director

7.

Termurti Tiban

Director

*) Attended the meeting through teleconference media on Electronic General Meeting System ("eASY.KSEI").

16,693,420,654 shares (84.57859%) attended the Meeting out of a total of 19,737,169,600 shares (total issued shares reduced by the treasury stock amount 336,305,000 shares). This is based on Shareholder List as per 5 April 2023 up to 16.00 WITZ

  1. AGENDA DISCUSSED IN MEETING:

1. Approval and ratification of the Report of the Board of Directors regarding the course of the Company's business and financial administration for the financial year ended on December 31st, 2022 as well as the approval and ratification of the Company's Financial Statements including the Balance Sheet and Profit/Loss Statement for the year ended on December 31st, 2022 that has been audited by the Independent Public Accountant, and the approval of the Company's Annual Report, the report of the Board of Commissioners supervisory duties for the fiscal year ended on December 31st, 2022, and to provide settlement and discharge of responsibility (acquit et de charge) to all members of the Board of Directors and Board of Commissioners for the actions of management and supervision that have been conducted in the fiscal year ended on December 31st, 2022.

  1. Approval for the proposed plan of the Company's Net Income usage for the fiscal year ended December 31st, 2022.
  2. Appointment of Independent Public Accountant Firm to conduct audit of the Company's books and accounts of the Company for the financial year ended December 31st, 2023
  3. Changes in the composition of the Company's management.
    1. Determination of honorarium and other benefits for members of the Board of Commissioners as well as salaries and other benefits for the Board of Directors of the Company.
  1. FULFILLMENT OF LEGAL PROCEDURE FOR ORGANIZING THE MEETING:
    1. The Notice on the plan of organizing the Meeting was intimated to Indonesian Financial Services Authority (hereinafter referred to as "OJK") vide the Company's letter dated 14 March 2023 Number 009/L-AKR- CS/2023 regarding the Plan of Annual General Meeting of Shareholders of PT AKR Corporindo Tbk;
    2. The Announcement and the invitation to the Company's shareholders published through advertisements respectively on 21 March 2023 and 6 April 2023, all of which are advertised through Indonesia Stock Exchange website, eASY.KSEI website and the Company's websitewww.akr.co.id.
    3. In accordance with the letter issued by PT Kustodian Sentral Efek Indonesia (KSEI) No. KSEI- 4012/DIR/0521 dated 31 May 2021 regarding to the Implementation of e-Proxy and e-Voting modules on the eASY.KSEI Application, along with delivery of The General Meeting of Shareholders, provided e- RUPS platform for implementing GMS electronically, the meeting was held electronically using eASY.KSEI application, so that Shareholders of the Company could also attend the Meeting electronically through eASY.KSEI application.

III.

DECISIONS TAKEN AT THE MEETING:

- For each discussion of the Meeting Agenda, the Meeting provided opportunity to the attending

shareholders and attorneys of the shareholders to ask questions and/or give opinions relating to the

Meeting's Agendas.

- During the meeting 3 shareholders and/or attorneys asked question or opinion for the First Agenda.

- Decision-making was conducted by voting.

- The results of the voting are as follows:

Agenda

Abstain

Against

For

Total Agree

Shares

%

Shares

%

Shares

%

Shares

%

1

314,163,455

1.88196%

19,068,150

0.11423%

16,360,189,049

98.00381%

16,674,352,504

99.88577%

2

113,296,400

0.67868%

1,000

0.00001%

16,580,123,254

99.32131%

16,693,419,654

99.99999%

3

113,296,500

0.67869%

1,186,983,521

7.11049%

15,393,140,633

92.21082%

15,506,437,133

92.88951%

4

113,296,400

0.67869%

10,856,400

0.06503%

16,569,267,854

99.25628%

16,682,564,254

99.93497%

5

120,414,400

0.72133%

32,093,842

0.19225%

16,540,912,412

99.08642%

16,661,326,812

99.80775%

- In accordance with Article 11 Paragraph 18 of Article of Association of the Company, the abstention/blank voice shall be deemed to be in the same vote as the majority ones, accordingly the total pro votes decide to approve the proposal of the Meeting's Agenda.

- The results of voting are based on calculations by PT Raya Saham Registra (the Shares Administration Bureau appointed by the Company) along with Aulia Taufani SH., (public notary appointed by the Company to draw the minutes of Meeting).

Decisions on Agenda No 1:

  1. Approved the Company's Annual Report for the fiscal year ended on December 31, 2022 which, inter alia, contains the Report of the Board of Directors concerning the Company's business management and financial administration as well as the report of the Board of Commissioners on their supervisory task for the fiscal year ended on December 31, 2022.
  2. Ratified the Company's Financial Statement for the fiscal year 2022 audited by "PURWANTONO, SUNGKORO & SURJA" Public Accounting Firm (a member firm of Ernst & Young Global Limited) with the opinion "fairly in all material respects" as proven by the report dated March 21, 2023 Number 00305/2.1032/AU.1/05/0685-1/1/III/2023.
  3. Provided full acquittal and discharge ("volledig acquit et de charge") to all members of the Company's Board of Directors and Board of Commissioners for the management and supervisory actions that they have conducted during the fiscal year 2020, provided that such actions include the actions relating to

business activities that are derived from the Company's main business activities and reflect in the Company's Financial Statements for the fiscal year ended on December 31, 2022 and in view of the Report of the Company's Board of Directors for the fiscal year ended on December 31, 2022.

Decisions on Agenda No 2:

  1. Approved the use of profit for the year attributable to the equity holders of the parent entity amounting to Rp2,403,334,889,000.00 as follows:
    1. Rp200,000,000 for the Reserve Fund in accordance with Article 70 of the Law on Limited Liability Company and Article 23 of the Company's Articles of Association.
    2. The amount of Rp1,480,287,720,000.00 shall be distributed to all legitimate shareholders of the Company as cash dividends or 61.593% of the profit for the year attributable to the equity holders of the parent entity, deducted by the amount of interim dividends which had been previously distributed to the shareholders based on:
      -The Board of Directors Decision dated 22 July 2022 that the amount of Rp493,429,240,000.00 or Rp. 25 per share with the number of shares outstanding at that time were 19,737,169,600 shares (after deducting the treasury stock a total of 336,305,000 shares).
      Further the dividends to be paid to the shareholders Rp986,858,480,000.00 or Rp. 50 per share with the number of shares outstanding at this time is 19,737,169,600 shares (after deducting the treasury stock a total of 336,305,000 shares).
      Furthermore, the Cash Dividend payment will be made based on the Shareholder List (Recording Date), dated 11 May 2023 as at 16.00 Western Indonesia Time Zone, subject to the date of Cum and Ex dividends in accordance with the Indonesia Stock Exchange Regulations, and also to authorize the Board of Directors to further regulate the procedures for the distribution of dividends in accordance with the applicable laws and regulations.
    3. The remaining amount of Rp922,847,169,000.00 recorded as the Retained Profit and used as the Company's Working Capital.
  2. Provided power and authority to the Company's Board of Directors to perform all necessary actions relating to the implementation of the Company's net profit use for the fiscal year ended on December 31, 2022.

Decisions on Agenda No 3:

  1. Appointed Purwantono, Sungkoro & Surja Public Accountant Firm (a member firm of Ernst & Young Global Limited) to audit the Company's consolidated Financial Statements for fiscal year of 2023 and authorized the Company's Board of Commissioners to determine honorarium and other requirements in accordance with applicable provisions in connection with the appointment of the public accountant office.
  2. Provided authorization and authority to the Board of Commissioners to appoint a Substitute Public Accounting Firm for auditing the Company's consolidated Financial Statements for the fiscal year of 2023, including to determine honorarium and other requirements in accordance with applicable provisions, in the event that the Public Accountant Firm is hindered or unable to execute its duties due to any reasons.

Decisions on Agenda No 4:

1. Accepted the resignation of Mr. I Nyoman Mastra as Commissioner of the Company, effective as of the closing of the Meeting.

  1. The Company noted the valuable contribution given by Mr. I Nyoman Mastra and conveyed the best wishes and deepest gratitude for the contributions and services that have been provided by Mr. I Nyoman Mastra, especially during his tenure as Commissioner and the Nomination and Remuneration Committee of the Company.

  2. Appointed Mr. Sofyan Djalil as Commissioner of the Company for term of office commencing from the closing of the Meeting until the closing of the Annual GMS to be held in the year 2025.
  3. Granted power of attorney to the Company's Board of Directors of with the right of substitution, to restate the Meeting decision regarding changes in the composition of the Company's Board of

Commissioners members in the Notary deed and then submit the notification to the Minister of Law and Human Rights of the Republic of Indonesia and register it in the Company's Register and take all necessary actions in accordance with the laws and regulations.

Decisions on Agenda No 5:

  1. Determined for all members of the Company's Board of Commissioners, the maximum honorarium of IDR 390,000,000.00 (Three hundred ninety million Rupiahs) per month which will be paid 13 times in one year plus other allowances with effect from 29 April 2023 and provide authority to the President Commissioner to determine the distribution of the amount of honorarium among members of the Company's Board of Commissioners, taking into account the opinion of the Company's Nomination and Remuneration Committee.
  2. Delegating authority to the Company's Board of Commissioners to determine the amount of salary and other benefits for each member of the Company's Board of Directors.

The Meeting concluded with Chairman expressing sincere thanks to the shareholders and professionals present on the conclusion of the discussion of all items listed in the meeting agenda.

Jakarta May 2, 2023

The Board of Directors of PT AKR Corporindo Tbk

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

PT AKR Corporindo Tbk published this content on 02 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 May 2023 07:15:10 UTC.