PT JAYA KONSTRUKSI MANGGALA PRATAMA Tbk ("the Company")

SUMMARY OF MINUTES OF

ANNUAL GENERAL MEETING OF SHAREHOLDERS

The summary of the Annual General Meeting of Shareholders ("Meeting") "PT JAYA KONSTRUKSI MANGGALA PRATAMA Tbk", domiciled in South Jakarta (the "Company") which has been held on:

Day/date

:

Wednesday, June 5th, 2024

Time

: 10.08 A.M. - 11.14 A.M. Western Indonesian Time

Place

: Gedung Jaya, 12th floor,

Jl. M.H. Thamrin No. 12,

Central Jakarta, 10340

Attendance

:

Board of Commissioners :

1.

Yohannes

Henky

President

Wijaya

Commissioner

2.

Masagoes Ismail Ning

Commissioner

3.

Frans Satyaki Sunito

Independent

Commissioner

4.

Kristianto Indrawan

Independent

Commissioner

Board of Directors :

1.

Umar Ganda

President Director

2.

Budi M. Sianipar

Vice President

Director

3.

Ida Bagus Rajendra

Vice President

Director

4.

Agus Setiadi Lukita

Director

5.

Yerri Go

Director

Shareholders

:

14.647.380.580 shares (89,81%) from the total

of Issued and Fully Paid-Up 16.308.519.860

shares.

  1. MEETING AGENDA
    1. The approval and ratification of the Company's Annual Report for the financial year ended on December 31st, 2023, which contains the Company's Financial Statements, including the Balance Sheet and Profit/Loss, for the financial year ended on December 31st, 2023, and the supervisory duty report of the Board of Commissioners of the Company as well as providing the release and discharge of responsibilities (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 financial year ended on December 31st, 2023.
    2. The approval of the utilization of the Company's net profit for the financial year ended on
      December 31st, 2023;
    3. The appointment of an Independent Public Accountant Firm to audit the books of the Company for the financial year ended on December 31st, 2024 and the granting of authorization to the Board of the Commissioners to determine the honorarium of such Independent Public Accountant as well as other requirements for its appointment.
    4. Determination benefits, salaries and/or another benefits for members of the Board of Directors of the Company and honorarium and/or benefits for members of the Board of

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Commissioners of the Company for the financial year of 2024.

    1. Approval to provide as security the Company's asset.
  1. COMPLIANCE WITH LEGAL PROCEDURES FOR THE CONVENTION OF MEETING
    1. Conducting notification in connection with the plan to hold the Meeting of the Company to the Financial Services Authority ("OJK") and Indonesia Stock Exchange ("IDX") with the letter No. JKON/DIRKHU/CORSEC/0016-2/04-2024 dated April 22th, 2024 regarding Notification Plan of Annual General Meeting of Shareholders PT Jaya Konstruksi Manggala Pratama Tbk.
    2. Conducting announcement to the shareholders dated on April 29th, 2024 on eASY.KSEI, IDX website, and the official Company's website.
    3. Conducting invitation for the Meeting to the shareholders dated on May 14th, 2024 on eASY.KSEI, IDX website, and the official Company's website.
  1. MEETING RESOLUTIONS FIRST MEETING AGENDA
    • The Meeting has provided the opportunity to shareholders or their proxies who attended the Meeting to ask questions and/or give opinions related to the First Meeting Agenda.
    • In the question and answer session, there were 2 (two) questions and 1 (one) proposal submitted by the shareholders or their proxies who attended the Meeting directly and electronically through the eASY.KSEI system.
    • The resolution was made through voting directly and electronically through the eASY.KSEI system.
    • The results of the voting was no one of the shareholders and/or their proxies who disagree and/or abstain for the first meeting agenda, so that decisions were taken based on deliberation to reach consensus from all shareholders present or a total of 14.647.380.580 shares or 100% of the total the shareholders or their proxies who attended the Meeting agree this First Meeting Agenda.
    • The resolutions of the First Meeting Agenda were as follows :
      1. To approve and accept the Company's Annual Report for the financial year ended December 31st, 2023 which includes:
        1. Supervision Report of Board of Commissioners for the Company's performance for the financial year ended December 31st, 2023;
        2. The Board of Directors' Report for the Financial Year ended December 31st, 2023; and
        3. The Company's Annual Financial Statements that contain the Balance Sheet and Profit/Loss for the year ended December 31st, 2022, which were audited by Public Accounting Firm Amir Abadi Jusuf, Aryanto, Mawar & Rekan dated February 26th, 2024 Number 00045/2.1030/AU.1/03/1169-1/1/II/2024.
      2. Approval to release and discharge the members of the Board of Directors from their responsibilities of the management of the Company and the members of the Board of Commissioners on supervisory action of the Company for the financial year which ended on December 31st, 2023 (acquit et de charge), considering that all actions related to business activities that are derived from the core business of the Company and reflected in the Company's Financial Statements for the financial year ended on December 31st, 2023 and the Board of Directors' Report for the financial year ended on December 31st, 2023.

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SECOND MEETING AGENDA

  • The Meeting has provided the opportunity to shareholders or their proxies who attended the Meeting to ask questions and/or give opinions related to the Second Meeting Agenda.
  • In the question and answer session, there was no question submitted by the shareholders or their proxies who attended the Meeting.
  • The resolution was made through voting directly and electronically through the eASY.KSEI system.
  • The results of the voting was no one of the shareholders and/or their proxies who disagree and/or abstain for the second meeting agenda, so that decisions were taken based on deliberation to reach consensus from all shareholders present or a total of 14.647.380.580 shares or 100% of the total the shareholders or their proxies who attended the Meeting agree this Second Meeting Agenda.
  • The resolutions of the Second Meeting Agenda are as follows:
    1. Approved the utilization of the Company's net profit for the financial year ended on December 31st, 2023 as follows :
      1. Approved that the 2023 Net Income not to be used as the reserve fund because the reserve fund of the Company has reached 20% of the total issued and paid-up capital;
      2. Approved to utilize the profit for the year attributable to Owner of the Parent Entity for the financial year ended on December 31st, 2023 amount of Rp. 237.474.807.000,00 (two hundred thirty seven billion four hundred seventy four million eight hundred seven thousand Rupiah) as follows:
        1. Approximately 29,19% or Rp. 69.311.209.405,00 (sixty nine billion three hundred eleven million two hundred nine thousand four hundred five Rupiah) of the profit for the year attributable to Owner of the Parent Entity or of Rp. 4,25 (four poin twenty five) per share will be used as payment of dividend to the shareholders of the Company;
        2. The remaining amount of Rp. 168.163.597.595, (one hundred sixty eight billion one hundred sixty three million five hundred ninety seven thousand five hundred ninety five) to be recorded as retained earnings of the Company;
    2. Approved to give power and authority to the Board of Directors to do all necessary actions in connection with the implementation of the resolutions mentioned above, including but not limited to make or request all deeds, letters or documents are required, as well as present in the presence of party/authorities, one thing and another without any exceptions.

THIRD MEETING AGENDA

  • The Meeting has provided the opportunity to shareholders or their proxies who attended the Meeting to ask questions and/or give opinions related to the Third Meeting Agenda.
  • In the question and answer session, there was no question submitted by the shareholders or their proxies who attended the Meeting.
  • The resolution was made through voting directly and electronically through the eASY.KSEI system.
  • The results of the voting was no one of the shareholders and/or their proxies who disagree and/or abstain for the third meeting agenda, so that decisions were taken based on deliberation to reach consensus from all shareholders present or a total of 14.647.380.580 shares or 100% of the total the shareholders or their proxies who attended the Meeting agree this Third Meeting Agenda.

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  • The resolutions of the Third Meeting Agenda are as follows:
    1. Appointed Kantor Akuntan Publik Amir Abadi Jusuf, Aryanto, Mawar & Rekan, anggota jaringan global RSM, to audit the financial statements and the books of the Company for the financial year 2024;
    2. Agreed to the Board of Directors to determine the amount the Public Accounting Firm honorarium and other requirements relating to the appointment.
    3. Approved to give power and authority to the Board of Commissioners to appoint a replacement Public Accountant or to dismiss the appointed Public Accountant, if for any reason whatsoever under the regulations of the Capital Market in Indonesia the appointed Public Accountant fail to perform/complete his/her duties.

FOURTH MEETING AGENDA

  • The Meeting has provided the opportunity to shareholders or their proxies who attended the Meeting to ask questions and/or give opinions related to the Fourth Meeting Agenda.
  • In the question and answer session, there was 1 (one) question submitted by the shareholders or their proxies who attended the Meeting.
  • The resolution was made through voting directly and electronically through the eASY.KSEI system.
  • The results of the voting were as follows:
    1. There were no the shareholders and/or their proxies who abstain.
    2. The shareholders and/or their proxies who diagree were 265.000 shares or 0,002% from the total legal shares who attended the meeting.
    3. The shareholders and/or their proxies who agree were 14.647.115.580 shares or 99,998% from the total legal shares who attended the meeting.

Pursuant to article 11 paragraph 17 of the Articles of Association of the Company, the shareholders who abstain are deemed to have cast the same vote as the majority vote. Thus, the total number of approve vote were 14.647.115.580 shares or 99,998% of all valid votes cast in the Meeting.

  • The resolutions of the Fourth Meeting Agenda are as follows:
    • Determined the amount of salary or honorarium of Board of Commissioners that the increase is not higher than 5% of the amount of salary or honorarium from the previous year;
    • Approved to give power and authority to the Board of Commissioners to determine the amount of salary, honorarium and/or remuneration of Board of Directors.

FIFTH MEETING AGENDA

  • The Meeting has provided the opportunity to shareholders or their proxies who attended the Meeting to ask questions and/or give opinions related to the Fifth Meeting Agenda.
  • There was 1 (one) question submitted by the shareholders or their proxies who attended the Meeting.
  • The resolution was made through voting directly and electronically through the eASY.KSEI system.
  • The results of the voting were as follows:
    1. There were no the shareholders and/or their proxies who abstain.
    2. The shareholders and/or their proxies who diagree were 275.400 shares or 0,002% from the total legal shares who attended the meeting.

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3. The shareholders and/or their proxies who agree were 14.647.105.180 shares or 99,998% from the total legal shares who attended the meeting.

Pursuant to article 11 paragraph 17 of the Articles of Association of the Company, the shareholders who abstain are deemed to have cast the same vote as the majority vote. Thus, the total number of approve vote were 14.647.105.180 shares or 99,998% of all valid votes cast in the Meeting.

  • The resolutions of the Meeting Agenda are as follows:
    1. Approved the Company's plan to secure the majority Company's assets which constitute more than 50% of the net assets of the Company in one or more transactions, whether in relation to one another or not, including but not limited to secure fixed assets, accounts receivable and inventory as the guarantee of the Company's obligations in the framework of obtaining the Cash Loan and Non Cash Loan facilities from the Bank and/or other financial institutions or third parties, with the terms that are considered good by the Board of Directors Company and comply with the prevailing regulations on the capital market until year of 2025.
    2. Approved to give power and authority with the right of substitution to the Board of Directors either respectively or jointly to implement the resolution, including but not limited to act on behalf of the Board of Directors and therefore acting for and on behalf of and represent the Company to make or request all deeds, letters or documents are required in connection with the guarantees, including but not limited to discuss the terms and conditions of the security and execution documents with all its annexes, including the amendments and additions from time to time and its termination, appear before the authorities including notary, apply to authorities to obtain approval, reporting or registering it to the authorities as defined in applicable regulations, without any exceptions.

Schedule and Procedure of Cash Dividend Payment for the Financial Year 2023

Schedule of Cash Dividend Payment as follow:

1.

Annual General Meeting of Shareholders

June 5th, 2024

2.

Report Submission of the schedule of cash dividend payment to IDX

June 7th, 2024

3.

Announcement the schedule of cash dividend payment at IDX

June 7th, 2024

4.

Cum Dividend in Regular and Negotiation Market

June 13th, 2024

5.

Ex Dividend in Regular and Negotiation Market

June 14th, 2024

6.

Cum Dividend in Cash Market

June 19th, 2024

7.

Ex Dividend in Cash Market

June 20th, 2024

8.

Recording Date of Shareholders Entitled to Cash Dividend

June 19th, 2024

9.

Cash Dividend Payment

July 5th, 2024

Procedures of Cash Dividend Payment:

  1. This announcement constitutes an official notification from the Company, and the Company does not issue special notification to the Shareholders.
  2. Cash dividend will be paid to the Shareholders whose names are listed in the Share Register of the Company as of June 19th, 2024 at 4.00 p.m. Western Indonesian Time (Recording Date).

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  1. For those Shareholders whose shares are placed in the collective custody of Indonesian Central Securities Depository/Kustodian Sentral Efek Indonesia ("KSEI"), the payment of dividend will be conducted through transfer through KSEI, and KSEI will subsequently distribute to the accounts of Securities Companies or Custodian Banks where the Shareholders keep their accounts.
  2. For those Shareholders whose shares are not placed under collective custody of KSEI, the dividend could be taken directly in cash at the Company's office:

PT Jaya Konstruksi Manggala Pratama Tbk.

Kantor Taman Bintaro Jaya Gedung B, Jl. Bintaro Raya, Jakarta 12330 - Indonesia Telp.: (021) 7363939, Fax: (021) 7363959, Contact Person : Corporate Secretary

with attaching the Original Identity Card (KTP). The shareholders who take dividend in cash shall give prior notice before by phone at the latest 1 (one) day before taking. For the shareholders who want to receive the dividend through transfered, shall apply for the transfer with notifying the name and account of the Bank with the same name with the Share Register of the Company (Recording Date).

  1. The cash dividend will be subject to tax in accordance with the prevailing taxation regulations. The tax applied will be borne by the shareholders.
  2. The shareholders who are foreign taxpayers, whose tax deductions will use tariffs based on the Agreement on Double Taxation Avoidance ("P3B") must meet the requirements of the Director General's Regulation Tax No. PER-25/PJ/2018 concerning Procedures for Implementing Double Tax Avoidance Agreement and delivering documentary evidence of record or receipt of DGT / SKD that has been uploaded to the Directorate General of Taxes page to KSEI or the Registrar according to KSEI's rules and regulations, at the latest on June 19th, 2024 at 04.00 p.m West Indonesia Time. If until the deadline mentioned, The Share Register of the company has not received the COD, the payment of the cash dividend will be subject to deduction of Withholding Tax Article 26 of 20%.

Jakarta, June 7th, 2024

PT JAYA KONSTRUKSI MANGGALA PRATAMA Tbk.

Board of Directors

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PT Jaya Konstruksi Manggala Pratama Tbk published this content on 10 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 June 2024 03:47:04 UTC.