June 12, 2023
SUMMARY OF MINUTES ANNUAL GENERAL MEETING OF SHAREHOLDERS FINANCIAL YEAR 2022 PT PHAPROS Tbk
SUMMARY OF MINUTES
ANNUAL GENERAL MEETING OF SHAREHOLDERS FINANCIAL YEAR 2022
PT PHAPROS Tbk
Board of Director PT Phapros Tbk ("the Company”) which domiciled in the DKI Jakarta, hereby invites the Shareholders of the Company to attend Annual General Meeting of Shareholders Financial Year 2022 ("Meeting"), that held on:
Day/date : Thursday, June 8th 2023
Time : 10.57 – 12.20 Western Indonesian Time
Venue : Kartika Chandra Hotel, Kirana Ballroom 1st floor,
Jenderal Gatot Subroto Street Kav. 18-20, South Jakarta
With the Meeting agenda as follows:
1. Approval of the Annual Report and Ratification Consolidated Financial Statement for Financial Year 2022 of the Company, including Activities Report of the Company and Supervisory Duty Report of Board of Commisioners and Ratification Financial Statement of the Company as well as granting discharge of full responsibility (volledig acquit et de charge) to Board of Directors and Board of Commissioners upon management and supervision actions that has been conducted during Financial Year 2022.
Brief description:
Based on Article 69 paragraph (1) of Law Number 40 of 2007 concerning Limited Liability Companies (“UUPT”) and Article 22 paragraph (14) of Articles of Association of the Company, Annual Report of the Company requires approval of the Meeting, which included Financial Statements and Supervisory Task Reports of Board of Commissioners which require the Meeting ratification.
2. Determination utilization of Net Profit of the Company for Financial Year 2022
Brief description:
Based on Article 71 paragraph (1) UUPT and Article 23 paragraph (2) of Articles of Association the Company, Board of Directors submit proposal for utilization of Net Profit of the Company.
3. Determination of remuneration (salary/honorarium, facilities and allowances) for the 2023 Fiscal Year and bonuses for performance for the 2022 Fiscal Year for Board of Directors and Board of Commissioners of the Company
Brief description:
Based on Article 96 paragraph (1) jo. Article 113 UUPT and Article 15 paragraph (9) jo. Article 19 paragraph (6) Articles of Association of the Company states that the salary/honorarium, allowances and facilities for Board of Commissioners and Board of Directors of the Company and tantiem should decided by the Meeting and the Meeting able to authorize the determination to the Board of Commissioners.
4. Appointment of the Public Accountant and/or Public Accountant Firm to audit Company Financial Statement for Financial Year 2023
Brief description:
Based on Article 59 paragraph (1) of Financial Services Authority Regulation Number 15/POJK.04/2020 concerning the Plan and Implementation of General Meeting of Shareholders of a Public Companies and Article 11 paragraph (6.c) Articles of Association of the Company, stated that appointment and dismissal of Public Accountant and/or a Public Accounting Firm that will provide audit services on annual historical financial information should decided on the Meeting by considering the proposal of the Board of Commissioners. In the case that the Meeting cannot decide Public Accountant appointment, the Meeting able to delegate the authority to the Board of Commissioners.
5. Changes the composition Management of the Company
Brief description:
This Agenda held to comply the provisions of Article 15 Paragraph (11.a) Articles of Association of the Company juncto Article 8 Paragraph (3) POJK No.33/POJK.04/2014 concerning Board of Directors and Board of Commissioners of Issuers or Public Companies, regarding resignation one of the Board of Directors of the Company.