PT BUKIT ULUWATU VILLA Tbk.
(“Company”)
NOTIFICATION OF ANNUAL GENERAL MEETING OF
SHAREHOLDERS RESULT TO RESOLUTIONS
The Company’s Board of Directors hereby notifies the shareholders that the Company’s Annual General Meeting of Shareholders (”Meeting”) has been held on:
A. Day/date : Friday, August 28, 2020
Time : 10.28 – 11.30 AM
Venue : Hotel Alila SCBD, Kawasan SCBD
Lot 11A, Jalan Jenderal Sudirman
Kaveling 52-53, Jakarta, 10120
with the following agenda:
- To approve on the Company’s Annual Report including the Board of Commissioners’ Supervisory Report as well as ratification of the Company’s Financial Statement for the fiscal year ended on December 31, 2019.
- To approve on the allocation of the Company’s net profit for the fiscal year ended on December 31, 2019.
- To approve on the appointment of public accountant firm to perform audit on the Company for the fiscal year ended on December 31, 2020, as well as granting authority to the Company’s Board of Directors on determining the salary of the appointed public accountant firm.
- To approve on determination of salary and other benefit for the Company’s Board of Directors and Board of Commissioners member for 2020.
- To approve on the change of the Company’s Board of Directors and Board of Commissioners member(s).
- To approve on the amendment of the Company’s Article of Association in or der to be in line with the Financial Service Authority Regulations (“POJK”) No. 14/POJK.04/2019, POJK No. 15/POJK.04/2020 dan POJK No. 16/POJK.04/2020.
B. Announcement and Invitation of the Meeting have been made in accordance with Article 10 Company Articles of Association, as follows:
- Notification to Financial Services Authority (hereinafter referred to as “OJK”) and PT Bursa Efek Indonesia regarding the Meeting arrangement on July 15, 2020, Ref.:044/VII/BUV/2020, Regarding: Plan and Performance of Annual General Meeting of Shareholders of PT Bukit Uluwatu Villa Tbk;
- Announcement to the Company shareholders regarding arrangement of the Meeting, has been uploaded in the Stock Exchange website, Company website (buvagroup.com) and PT Kustodian Sentral Efek Indonesia “KSEI”) on July 22, 2020, also has been published on a daily newspaper, Harian Ekonomi Neraca; and
- Invitation of the Meeting has been published on the same newspaper, also uploaded to the Stock Exchange website, Company website (buvagroup.com), and KSEI website on Agustus 6, 2020.
C. T washe Meeting was chaired by OKIE REHARDI LUKITA as Company President Commissioner based on Minutes of Board of Commissioners Meeting dated August 12, 2020.
D. Member of Company Board of Directors and Board of Commissioners who attended the Meeting are:
BOARD OF DIRECTORS
President Director :
FRANKY TJAHYADIKARTA
Director :
HENDRY UTOMO
Director :
I NYOMAN TRI SURYANEGARA LINGGA*
WINARTI SOEMIRAT
GONDOKARJONO as the Company’s Director was not present
BOARD OF COMMISSIONERS
President Commissioner :
OKIE REHARDI LUKITA
Independent Commissioner :
ALEXANDER SHAIK*
Independent Commissioner :
JOHANES JOHANDI KUMAHERI (written in identity card as JOHANDI KUMAHERI)*
Commissioner :
SEONG HOON PARK
GUNAWAN ANGKAWIBAWA and EDY
SUWARNO as the Company’s Commissioners respectively, were not present.
INVITEE
I GUSTI PUTU WISESA
present as invitee to the Meeting*
*(attending the Meeting through Video Teleconference)
E. Number of shareholders and/or shareholders’ proxies attending the Meeting in person or through eASY.KSEI system are equivalent to 4.826.376.912 (four billion eight hundred twenty six million three hundred seventy six thousand nine hundred and twelve) shares or 70.86% (seventy point eighty six percent) of the total shares with voting rights issued by the Company, entirely equivalent to 6,811,269,200 (six billion eight hundred eleven million two hundred sixty nine thousand and two hundred) shares based on the Company Shareholders List dated August 5, 2020 at 4.00 PM, therefore the required quorum based on Article 11 paragraph (1) and Article 12 paragraph (1) Company Articles of Association juncto Article 41 Paragraph (1) point a and Article 42 point a POJK No. 15/2020 has been fulfilled and the Meeting shall be rightful and entitled to take legal and binding decisions in relation to matters discussed in accordance with the Meeting agenda.
F. Question & Answer Session
The shareholders and/or proxies have been given opportunity to raise questions on each Meeting agenda; there is a shareholder and/or the proxy asking questions in the first Meeting Agenda.
G. Decision making mechanism in the Meeting was by amicable discussion. If such discussion failed to achieve a consensus, the decision making was determined by voting, and with the only Meeting agenda, the decision was made through open voting, for the entire Meeting Agenda the voting implemented verbally including decision making regarding person.
H. The Resolution/Voting Result
The resolution for the first Meeting Agenda was obtained through unanimous decision, however for the second to the sixth Meeting Agenda solved through unanimous decision by amicable deliberation.
The Meeting resolution as stated in the deed of “Minutes of Annual General Meeting of Shareholders of PT BUKIT ULUWATU VILLA Tbk” dated August 28, 2020 number 49, made before me, the Notary, as follows:
In the First Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Abstain Vote : 895.800 = 0,02 %
Approve Vote : 4.825.481.112 = 99,98 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting by 4.826.376.912 shares or representing 100% of the entire voting rights in the Meeting (note that 895.800 shares or representing 0,02%) unanimously decide:
To approve:
- The annual Report of the Company’s Board of Directors regarding the condition of the Company and the Company’s Board of Commissioners supervisory report for the fiscal year ended on December 31, 2019;
- Ratification of the Company’s financial statements (balance sheet and consolidated income statement) for the fiscal year ended on December 31, 2019 audited by Public Accountant Firm TANUBRATA SUTANTO FAHMI BAMBANG & Rekan in accordance with the report dated April 30, 2020 no. 00548/2.1068/AU.1/03/1268-2/1/IV/2020; with opinion: the Company’s consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company and the subsidiaries as of December 31, 2019, and their consolidated financial performance and cash flows for the year then ended, in accordance with Indonesian Financial Accounting Standards.
therefore, the Meeting release and discharge the Board of Directors and the Board of Commissioners of the Company from its responsibility (acquit et de charge) for the management and supervisory within the fiscal year ended on December 31, 2020 to the extent reflected in the annual report and financial report of the Company.”
In the Second Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Approve Vote : 4.826.376.912 = 100,00 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting unanimously decide:
Approve not to pay any dividend to the Company shareholders for the fiscal year ended on December 31, 2019.”
In the Third Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Approve Vote : 4.826.376.912 = 100,00 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting unanimously decide:
Approve to grant authority to the Company’s Board of Commissioners to appoint Public Accountant registered in OJK to implement audit on the Company’s financial statement for the fiscal year ended on December 31, 2020, and to determine the salary and other appointment conditions.”
In the Fourth Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Approve Vote : 4.826.376.912 = 100,00 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting unanimously decide:
Approve to grant authority to the Company’s Board of Commissioners to determine the salary and other benefits for the Company’s Board of Directors and Board of Commissioners for the fiscal year 2020. In line with the Company’s policy, salary and other benefits for the Board of Commissioners members determined as equal to a maximum of 50% (fifty percent) of the Company’s Board of Directors salary and other benefits.”
In the Fifth Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Approve Vote : 4.826.376.912 = 100,00 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting unanimously decide:
Approve the change of the Company’s Board of Directors and Board of Directors member as follows:
- Re-appoint:
- OKIE REHARDI LUKITA as President Commissioner;
- ALEXANDER SHAIK as Independent Commissioner;
- JOHANES JOHANDI KUMAHERI (written in identity card as JOHANDI KUMAHERI) as Independent Commissioner;
- SEONG HOON PARK as Commissioner;
- FRANKY TJAHYADIKARTA as President Director;
- HENDRY UTOMO as Director;
- I NYOMAN TRI SURYANEGARA LINGGA as Director;
- Appoint I GUSTI PUTU WISESA as Independent Commissioner;
The re-appointment and the appointment, shall become effective as of the closing of the Meeting until the closing of Annual GMS of the Company conducted in 2025
Therefore the complete member of the Company’s Board of Directors and Board of Commissioners are as follows:BOARD OF COMMISSIONERS
President Commissioner :
OKIE REHARDI LUKITA
Independent Commissioner :
ALEXANDER SHAIK
Independent Commissioner :
JOHANES JOHANDI KUMAHERI (written in identity card as JOHANDI KUMAHERI)
Independent Commissioner :
I GUSTI PUTU WISESA
Commissioner :
SEONG HOON PARK BOARD OF DIRECTORS
President Director :
FRANKY TJAHYADIKARTA
Director :
HENDRY UTOMO
Director :
I NYOMAN TRI SURYANEGARA LINGGA - Grant power and authority to the Board of Directors with substitute rights to restate the resolution regarding the change of the Company’s Board of Directors and Board of Commissioners member into a Notarial Deed and to provide notification to the Ministry of Law and Human Rights of the Republic of Indonesia and to register it on the Company Register and in relation with such matter to conduct anything deemed necessary in accordance with the prevailing law.”
In the Sixth Meeting Agenda:
Pursuant to voting in the Meeting:
Attending Vote : 4.826.376.912 = 100,00 %
Approve Vote : 4.826.376.912 = 100,00 %
Total Approve Vote : 4.826.376.912 = 100,00 %
“The Meeting unanimously decide:
- Approve the amendment of the Company Article of Association in order to be in line with POJK No. 14/POJK.04/2019 regarding the Increase of Capital of Public Company with Pre-emptive Rights, POJK No. 15/POJK.04/2020 regarding the Plan and Arrangement of General Meeting of Shareholders of Public Company, and POJK No. 16/POJK.04/2020 regarding the Implementation of Electronic General Meeting of Shareholders of Public Company.
- Grants power and authority to the Board of Directors with substitute rights to restate the resolution into notarial deed including to restate the entire Articles of Association of the Company in notarial deed and to submit application of notification of amendmendt of the Company Articles of Association to the Ministry of Law and Human Rights of the Republic of Indonesia also to publish in the State Gazette of the Republic of Indonesia, and for such matter to conduct amendment and/or addendum in any form required by the Ministry of Law and Human Rights of the Republic of Indonesia to obtain approval for the said amendment of the Article of Association and to conduct anything deemed necessary in accordance with the prevailing law.”
Jakarta, September 1, 2020
Board of Directors
