Good Corporate Governance

General Meeting of Shareholder

The general meeting of shareholders provides the opportunity for shareholders to decide on the direction of the Company and as a forum for the Board of Commissioners and Directors to report and present their accountability on the execution of their performance to shareholders. Through the meetings, shareholders can use their rights and give opinion on important decisions for the Company.
The General meeting of Shareholders has the following authorities :
  • Appointing and dismissing members of the Board of Commissioners and Directors based on the policies / principles that have been set up by shareholders.
  • Giving approval / decisions that are needed to ensure the Company’s sustainability in both the long-run and short-run based on the regulations or Articles of Association.
  • Approving the annual report including financial report as well as the endorsement of the Board of Commissioners’ supervisory task in conformity with appropriate legislation and / or Articles of Association.
  • Setting targets and evaluating the performance of the Directors and Board of Commissioners.
  • Designating the remuneration of Directors and Board of Commissioners.
  • Designating external auditors.
  • Approving or rejecting the Company’s long-term plan and the Company’s work plan.
  • Reducing Director’s restrictions which are governed in the Articles of Association.
  • Making decision through an open, fair and accountable process.
  • Implementing Good Corporate Governance in accordance with their respective authorities and responsibilities.
Procedures of the Electronic General Meeting of Shareholders
The procedures of the general meetings of shareholders have been regulated in the Articles of Association, including :

  1. Notification of the plan to hold the Meeting to OJK through a letter from the Company.
  2. Announcement and Invitation to the GMS are submitted by the Company through, the Indonesia Stock Exchange website, eASY.KSEI, and the Company’s website.
  3. The Company does not send a separate invitation letter to the shareholders, so that the summons advertisement is an official invitation for the Company’s shareholders.
  4. Shareholders who are entitled to attend or be represented at the GMS are: 
    • For the Company’s shares which are not in the Collective Custody of the Company’s Shareholders or the proxies of the Company’s Shareholders whose names are legally registered in the the Company’s Shareholders Registry.
    • For the Company’s shares which are in Collective Custody: the Company’s Shareholders or the proxies of the Company’s Shareholders whose names are registered with the account holder or the Custodian Banks at PT Kustodian Sentral Efek Indonesia (KSEI). KSEI securities account holders in Collective Custody are required to provide the Company’s Shareholders Registry they manage to KSEI to obtain  Written Confirmation for the GMS (KTUR).
  5. Shareholders’ participation in the Meeting can be done by the mechanism of a) attending the meeting physically, or b) attending the meeting electronically through the eASY.KSEI application
  6. As a preventive measure and/or prevention of the spread of COVID-19, the Company urges Shareholders to attend electronically or provide power of attorney with the following mechanism:
    • Shareholders whose shares are in KSEI Collective Custody may provide power of attorney electronically to an independent representative appointed by the Company through the eASY.KSEI application (e-proxy) no later than 1 (one) working day prior to the Meeting date.
    • Shareholders whose shares are not yet in KSEI’s Collective Custody or in the form of script, may grant power of attorney to the Registrar. Shareholders may download the Power of Attorney form on the Company’s website The original power of attorney must be submitted in person or by registered letter to PT Raya Saham Registra. 
  7. Prior to entering the Meeting room, shareholders or their proxies who are physically present at the Meeting are required to register by submitting a photocopy of the Collective Shares Certificate and a photocopy of the Identity Card (KTP) or other valid identification to the Company’s Registrar. Shareholders of the Company in collective custody are required to bring a KTUR Letter which can be obtained through Exchange Members or Custodian Banks.
  8. The Company’s Shareholders in the form of legal entities such as limited liability companies, cooperatives, foundations or pension funds are required to bring a complete photocopy of their articles of association.
  9. The Company provides meeting materials for each meeting agenda which can be downloaded through the Company’s website, from the date of the invitation to the meeting until the meeting is held. The Company does not provide materials in hardcopy at the time of the Meeting.
  10. The GMS makes final decisions based on deliberation to reach consensus, however, if there is a failure to reach consensus, then a valid decision is taken through e-voting with a total of more than (half) of the total votes.
  11. Each meeting participant has the right to express opinions and/or ask questions and vote in each agenda item of the Meeting, either electronically or in person.
  12. The summary of the minutes of meeting will be submitted through the IDX website, eASY.KSEI, and the Company’s website within 2 (two) working days after the Meeting.
  13. In order to facilitate the arrangement and orderliness of the GMS, Shareholders or their proxies are respectfully requested to be present at the meeting venue 30 (thirty) minutes before the GMS begins.