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News Announcement

Invitation General Meeting of Shareholders 2017

INVITATION

ANNUAL GENERAL MEETING OF SHAREHOLDERS

PT JASA MARGA (PERSERO) Tbk (the “COMPANY”)

 

The Directors of the Company, hereby invite the Shareholders of the Company to attend the Annual General Meeting of Shareholders (“Meeting”), which will be held on:

Day/date      : Wednesday, 15 March 2017

Time             : 10:00 a.m. local time – onward

Venue          : Mawar Room, Gedung Balai Kartini 2nd Floor

Jalan Gatot Subroto Kav. 37

Jakarta 12950

 

with the following agenda:

  • Approval of the Annual Report of the Company Concerning the Conditions and the Course of the Company in Financial Year 2016 Including the Implementation of Supervisory Task of the Board of Commissioners in Financial Year 2016 and the Ratification of the Financial Report of the Company for Financial Year 2016.

This agenda is in accordance to (i) Article 13 paragraph 2 point (e) and Article 20 paragraph 2 point (a) and point (b) of the Articles of Association of the Company, (ii) Article 69 and Article 78 of Law No. 40 of 2007 concerning Limited Liability Company (“Company Law”), and (iii) Article 23 paragraph 1 of Law No. 19 of 2003 concerning State-Owned Enterprises.

  • Ratification of Financial Report of Partnership Program and Community Development Program Financial Year 2016.

This agenda is in accordance to (i) Article 20 paragraph 2 point a of the Articles of Association of the Company, and (ii) Article 17 paragraph (3) of Regulation of Minister of State-Owned Enterprises No. PER-09/MBU.07/2015.

  • Determination of the Use of the Company’s Net Profit Financial Year 2016.

This agenda is in accordance to (i) Article 20 paragraph 2 point (c) of the Articles of Association of the Company, and (ii) Article 70 and Article 71 paragraph (1) of Company Law.

  • Appointment of Public Accounting Firm to Audit the Company’s Financial Report Financial Year 2017 and Financial Report of Partnership and Community Development Programs Financial Year 2017.

This agenda is in accordance to the Article 20 paragraph 2 point d of the Articles of Association of the Company.

  • Determination of the amount of Tantieme of Financial Year 2016, Salary, Honorarium and Allowances for the Directors and Board of Commissioners of the Company for Financial Year 2017.

This agenda is in accordance to (i) Article 11 paragraph 8 and Article 15 paragraph 7 of the Articles of Association of the Company, and (ii) Article 96 and 113 of the Company Law.

    1. The Directors Report on the Realization of the Use of Proceeds of:
    2. Initial Public Offering in 2007;
    3. The Company’s Bonds; and
    4. Rights Issue I in 2016.

This agenda is in accordance to (i) Article 6 paragraph 1 and paragraph 2 of the Regulation of Financial Services Authorities (Otoritas Jasa KeuanganOJK”) No. 30/POJK.04/2015 concerning the Report of the Realization of the Use Of Proceeds from Public Offering (“POJK No.30”), and (ii) Article 41 of OJK Regulation No. 33/POJK.04/2014 concerning the Directors and Board of Commissioners of Issuers or Public Companies (“POJK No.33”).

  • Amendment to the Use of Proceeds from Rights Issue I in 2016.

This agenda is in accordance to (i) Article 6 paragraph (1) POJK No. 30 and (ii) Article 9 paragraph 1 and paragraph 3 POJK No. 30 in conjunction to Article 16 of OJK Regulation No. 32/POJK.04/2015 concerning Capital Increase of a Public Company with Pre-Emptive Rights.

    1. Ratification of the Regulations of Ministry of State-Owned Enterprises, as follows:
    2. No. PER-11/MBU/09/2015 concerning the Amendment to the Minister of State Owned Company Regulation No. PER-08/MBU/06/2015 concerning the Reporting Guidelines of the Use of Proceeds from Capital Increment of the State to State-Owned Enterprises and Limited Liability Company;
    3. No. PER-02/MBU/06/2016 concerning the Amendment to the Minister of State Owned Company Regulation No. PER-04/MBU/2014 concerning the Guidelines to the Costing of the Earning of the Directors, Board of Commissioners and Supervisory Board of State-Owned Enterprises; and
    4. No. PER-03/MBU/12/2016 concerning the Amendment to the Minister of State Owned Company Regulation No. PER-09/MBU/07/2015 concerning Partnership and Community Development Programs of State-Owned Enterprises.

 

The agenda is in accordance to (i) Article 5 paragraph (1) of Minister of State Owned Company Regulation No. PER-04/MBU/2014, (ii) Company Law, (iii) Governmental Regulation No. 47 of 2012 concerning Corporate Social and Environmental Responsibilities, and (iv) Article 20 paragraph 2 point f of the Articles of Association of the Company.

  • Amendment to the Company’s Articles of Association.

This agenda is in accordance to the Letter of Minister of State Owned Company No. S-112/MBU/02/2017 dated 7 February 2017, concerning the standardization of the Articles of Association of a Public Listed State Owned Company in relation to the governance compliance in capital market regulations.

  • Changes in the Company’s Management.

This agenda is in accordance to (i) Article 11 paragraph 5 in conjunction with Article 15 paragraph 4 of Articles of Association of the Company, (ii) POJK No.33, and (iii) Minister of State Owned Company Letter No. S-112/MBU/02/2017 dated 7 February 2017.

 

Notes:

  1. The Company will not send separate invitations to the Shareholders as this advertisement is deemed as a formal Meeting invitation.
  2. Those entitled to attend and be represented in the Meeting are Shareholders registered in Shareholders Registry issued by the Securities Administration Bureau on Monday, 20 February 2017 at 4:15 pm local time, or any Shareholders who are the beneficiary of securities account on Collective Custody at PT Kustodian Sentral Efek Indonesia at the closing trading day at IDX on Monday 20 February 2017.
  3. Shareholders unable to attend the Meeting can be represented by their proxies. Members of the Directors, Board of Commissioners and employees of the Company may act as proxies of the Shareholders in the Meeting; however their votes will not be counted in the Meeting.
  4. Form of the Power of Attorney can be obtained during office hours at:

 

The Company’s Office

Plaza Tol Taman Mini Indonesia Indah

Jakarta 13550

Tel. (6221) 841 3526, 841 3630 ext. 227 and 223

Securities Administration Bureau Office

PT Datindo Entrycom

Puri Datindo-Wisma Sudirman

Jln. Jend. Sudirman Kav. 34-35

Tel. (6221) 5709009, Fax (6221) 5709026, 5708914

 

  1. The Power of Attorney which has been completed must be received by the Company at the latest on 8 March 2017 on 4:15 pm local time in the Company’s Office or Securities Administration Bureau Office.
  2. Material of the Meeting are available and can be obtained through the Company’s official website www.jasamarga.com or in every working hours in the Company’s head office at Plaza Tol Taman Mini Indonesia Indah, Jakarta 13550, since the date of this Invitation, with the exception of the Meeting materials in relation to the change in the Management of the Company which will be available on the day of the Meeting. Hard copies of the documents can be given to the Shareholders upon written request to the Corporate Secretary.
  3. Shareholders or their proxies who will attend the Meeting will be requested to submit the copy of Kartu Tanda Penduduk (Identification Card) or any other proof of identity whether the authorizer or the proxies prior to entering the Meeting room. Shareholders in the form of Legal Entities will be required to carry copies of the Articles of Association of the company and its amendments and the latest board composition. Specifically for the Shareholders in KSEI’s Collective Custody are requested to present the Written Confirmation to Attend the Meeting (Konfirmasi Tertulis Untuk Rapat or “KTUR) which can be obtained in securities house or bank custody where the Shareholders open their securities account.
  4. To facilitate the ease of arrangements and the orderliness of the Meeting, Shareholders and their proxies are kindly requested to be at the Meeting venue at least 30 (thirty) minutes prior to the time the Meeting begins.

 

 

Jakarta, 21 February 2017

The Directors of the Company

 

Disclaimer :

PT Jasa Marga (Persero) Tbk. would like to welcome you to its Website. By viewing this Website, you hereby acknowledge that you have read and accepted the following disclaimers.

Website Disclaimer for PT Jasa Marga (Persero) Tbk.

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