INVITATION FOR ANNUAL GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders of PT Cottonindo AriestaTbk.,
It is hereby notified to the Company’s Shareholders (KPAS), that the Company will hold an Annual General Meeting of Shareholders (“AGMS”) and Public Expose, at :
- Day / Date: Wednesday / May 22 2019
- Place: Cottonindo Ariesta Building, Level 2,Jl. Holis No. 442A, Bandung 40212.
- Time: PK: 10: 00 WIB – finish
in accordance with the provisions of Article 18 Paragraph 2 of the Articles of Association of the Company and Article 13 of the Financial Services Authority (OJK) Regulation Number 32 / POJK.04 / 2014 concerning the Plans and Implementation of the General Meeting of Shareholders of Public Companies, Summons of Meetings have been announced on 30 April 2019 in 1 (one) Indonesian language daily newspapers, namely at Media Indonesia Daily, on page 9. In addition, the summons of the meeting has also been announced on the Indonesia Stock Exchange website and the Company’s website.
The agenda of the Company’s Annual General Meeting of Shareholders is as follows :
1. Approval of the Company’s Annual Report which ends on 31 December 2018.
2. Ratification of the Financial Statements containing the Balance Sheet and Profit and Loss calculation for the financial year ending on 31 December 2018.
3. Approval for the use of the Company’s Profit for the financial year ending 31 December 2018.
4. Delegation of authority to determine the honorarium and benefits of members of the Board of Commissioners as well as delegation of remuneration (salaries, benefits, bonuses) to members of the Board of Directors of the Company to the Board of Commissioners’ Board of Directors Meeting.
5. Appointing of a Public Accounting Firm that will audit the Company’s Financial Statements for the financial year ending 31 December 2019 and determine the honorarium and other requirements related to the appointment taking into account the Board of Commissioners’ proposal.
6. Report on realization of use of funds for the initial public offering (IPO) on October 5, 2018.
1. The Company does not send a separate invitation to the Company’s shareholders, because the Summoning advertisement has been considered as an official invitation in accordance with Article 18 (9) of the Articles of Association and Article 13 (3) OJK Regulation Number 32 / POJK.04 / 2014 concerning Plans and Operations Public Company GMS as last amended by OJK Regulation Number 10 / POJK.04 / 2017 (hereinafter referred to as “POJK No. 32/2014”).
2. With reference to Article 9 (11) and Article 19 POJK No. 32/2014, those who have the right to attend / represent and vote in the Meeting are the Company’s shareholders whose names are registered in the Register of Shareholders of the Company or the owners of securities account balances in the Collective Depository of the Indonesian Central Securities Depository at the close of trading on the Indonesia Stock Exchange on the day Monday, April 29, 2019, at 16:15 WIB.
- The absent shareholders can be represented by their proxies in the Meeting by bringing Power of Attorney, provided that members of the Board of Directors, members of the Board of Commissioners, and employees of the Company can act as proxy of the Company’s shareholders at this Meeting, but the votes they issue are not taken into account in the voting.
- The Power of Attorney Form can be obtained every working hours at the office’s Securities
Administration Bureau (“BAE”), i.e.
Kirana Boutique Office
Jl. Kirana Avenue III Blok F3 No. 5
KelapaGading, North Jakarta 14250
Tel .: + 6221-2974 2222, Fax .: + 6221-2928 9961
The shareholders or proxies who will attend the Meeting are asked to bring and submit a photocopy of valid identity card to the registration officer before entering the Meeting room. Shareholders in Collective Custody must show Written Confirmation for the Meeting (KTUR) which can be obtained through an Exchange Member or Custodian Bank.
- For shareholders in the form of Legal Entities, they are requested to bring a complete photocopy of their Articles of Association and the latest composition of the board
- Each proposal of shareholders will be included in the Meeting Agenda if it meets the requirements specified in Article 10 Paragraph 8 of the Company’s Articles of Association and Article 12 of the Financial Services Authority Regulation Number 32 / POJK.04 / 2014 with the following conditions :
a) One or more shareholders representing at least 5% (five percent) of the total shares with voting rights
b) The proposals in question must have been received by the Board of Directors no later than 7 (seven) days prior to the invitation to the AGMS (the time of which has fallen on 30 April 2019).
5.In accordance with the provisions in Article 15 POJK No. 32/2014, meeting agenda materials will be available in the form of copies of physical or electronic documents from the date of the Summoning of this Meeting until the implementation of the Meeting, which can be obtained at the Company’s Head Office during the Company’s business hours if requested in writing by the Company’s Shareholders. In accordance with Article 15 (7) letter b POJK No. 32/2014, materials for the agenda of the Meeting will be available no later than when the Meeting is held.
6.To facilitate the arrangement and orderliness of the Meeting, shareholders or proxies, please be present at the Meeting venue 30 (thirty) minutes before starting the Meeting.
Bandung, April 30th, 2019
PT Cottonindo Ariesta Tbk.