Result of AGMS 2024

PT VOKSEL ELECTRIC TBK
 (“COMPANY”)
 BASED IN SOUTH JAKARTA

ANNOUNCEMENT OF SUMMARY OF MINUTES OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

 

The Board of Directors of the Company hereby informs the Shareholders that the Company's Annual General Meeting of Shareholders (“Meeting”) which held on Tuesday, 25 June 2024 at PT Voksel Electric Tbk., Menara Karya Tower Level 3 Suite D HR Rasuna Said Street X-5 Kav 1-2 Kuningan South Jakarta, opened at 10.48 WIB and closed at 11.48 WIB.

The meeting was attended by:

Members of the Company’s Board of Commissioners who attended the Meeting were:

President / Independent Commissioner : Mr Tan Huiliang
Commissioner : Mr Hardi Sasmita
Commissioner : Mrs. Linda Lius
Commissioner Independent : Mr. Tjahyadi Lukiman
Commissioner Independent : Mrs. Muliany Anwar
   

Members of the Company’s Board of Directors who attended the Meeting were:

President Director : Mr. Hua Shun
Director : Mr. Yogiawan
Director : Mr. Ferry Suarly
Director : Mr. Wu Hualu
Director : Mr. Ni Yongqiang
Director : Mr. Rizal Nangoy

Summary of Minutes of Meeting in accordance with the provisions of paragraph (1) article 49 of the Financial Services Authority Regulation No. 15 / POJK.04 / 2020 ("POJK 15") as follows:

A. Attendance Quorum of Shareholders

The Meeting was attended and/or represented by the shareholders or the valid proxies of the Shareholders totaling 3,932,382,521 shares or representing 94.63% of the total shares with valid voting issued by the Company, totaling 4,155,602,595 shares.

Quorum provisions for Meetings as stipulated in the Company's Articles of Association, Law No. 40 of 2007 concerning Limited Liability Companies ("UUPT") and regulations in the Capital Market have been fulfilled.

B. Providing the opportunity to ask questions and / or provide opinions related to the agenda of the Meeting

At the end of each discussion on the agenda of the Meeting, the Chairman of the Meeting gives the opportunity for the shareholders or their representatives who are present at the Meeting (“Shareholders”) to ask questions and / or provide opinions or suggestions as related to the Agenda being discussed.

C. Meeting Resolution Making Mechanism

The resolution is taken by deliberation to reach a consensus, but if the Shareholder or Shareholder's Attorneys does not approve or casts an abstention vote, the decision is made by voting by submitting by e-Proxy.

D. Independent Party Counting Votes

The company has appointed an independent party, that is Notary Ir. Nanette Cahyanie Handari Adi Warsito, S.H. in calculating and validating votes.

E. Meeting Decision

The Agenda for the Meeting are as follows:

  1. Approval of Annual Report and Financial Statements of financial year ended December 31, 2023;
  2. Report for the realization of the use of proceeds from Shelf Registration Bonds II Voksel Electric Phase I Year 2023;
  3. Approval of the change of member composition of the Company’s Management;
  4. Determination of honorarium and salaries for the Company’s Board of Commissioners and Board of Directors for financial year 2024;
  5. The appointment of Public Accountant and/or Public Accounting Firm to audit the Company's financial performance for the year 2024 and to determine the honorarium and other requirements related to that appointment.

And the resolutions at the Company's Annual General Meeting of Shareholders are as follows:

First Meeting Agenda

Attendees 3,932,382,521 shares
Against 0 shares
Abstain 0 shares
Agree 3,932,382,521 shares

Thus, it can be concluded that the proposals for the First Meeting Agenda were approved on the basis of deliberation for consensus as follows:

Approved the Annual Report including the Board of Commissioners' Supervisory Duties Report and ratified the Financial Statements for the financial year ended on December 31, 2023 audited by Gani Sigiro & Handayani Public Accounting Firm (Grant Thornton Indonesia). With the approval of the Annual Report and the ratification of the Financial Statements for the financial year ended December 31, 2023, the Meeting also granted full release and discharge (acquit et de charge) to the members of the Board of Directors of the Company and the members of the Board of Commissioners of the Company respectively for the management and supervisory actions that have been carried out during the financial year 2023, to the extent that such actions are reflected in the Company's Annual Report.

Second Meeting Agenda

Because the agenda for the Second Meeting is only a report, there is no need for voting/approval of the Agenda for this Meeting. For this reason, the Notary noted in the Minutes that the Board of Directors had submitted a report and the Meeting was continued to the next agenda.

Third Meeting Agenda

Attendees 3,932,382,521 shares
Against 0 shares
Abstain 0 shares
Agree 3,932,382,521 shares

Thus, it can be concluded that the proposals for the third Meeting Agenda were approved on the basis of deliberation for consensus as follows:

  • To accept the resignation of Mrs. Muliany Anwar from her position as Independent Commissioner of the Company and to grant a full release and discharge from all actions taken during her tenure as a member of the Board of Commissioners of the Company to the extent that all such actions are reflected in the Company's Annual Report and Financial Statements and in accordance with the duties required as a member of the Board of Commissioners of the Company and on behalf of the Company, we express our sincere gratitude to her for her contributions to the Company over the years.
  • Determining the changes in the composition of the Board of Commissioners of the Company, that is Mrs. Linda Lius who was originally a Commissioner of the Company became an Independent Commissioner of the Company.
  • To appoint Mr. Wang Xinguo as the new member of the Board of Commissioners of the Company with the term of office following the term of office of the other members of the Board of Commissioners.

As the results, the composition of the members of the Board of Commissioners and Board of Directors of the Company is effective as of the closing of this Meeting until the closing of the Annual General Meeting of Shareholders in 2025, is as follows:

BOARD OF COMMISSIONERS

President Commissioner : Mr. Tan Huiliang
Commissioner : Mr. Wang Xinguo
Commissioner : Mr. Hardi Sasmita
Independent Commissioner : Mr. Tjahyadi Lukiman
Independent Commissioner : Mrs. Linda Lius

DIRECTORS

President Director : Mr. Hua Shun
Director : Mr. Rizal Nangoy
Director : Mr. Wu Hualu
Director : Mr. Ni Yongqiang
Director : Mr. Ferry Suarly
Director : Mr. Yogiawan

Grant the authority and power of attorney with the right of substitution to the Directors of the Company both individually and jointly to take all necessary actions related to the resolutions mentioned above, including but not limited to declaring the appointment of members of the Board of Commissioners and Directors of the Company with the composition as referred to in this Meeting Resolution in a separate Notary deed and notify then register the results of this Meeting resolution to the Ministry of Law and Human Rights of the Republic of Indonesia and other relevant agencies and take all actions deemed necessary and useful in accordance with the applicable laws and regulations to carry out the resolutions of this Meeting properly.

Fourth Meeting Agenda

Attendees 3,932,382,521 shares
Against 0 shares
Abstain 0 shares
Agree 3,932,382,521 shares

Thus, it can be concluded that the proposals for the Fourth Meeting Agenda were approved on the basis of deliberation for consensus as follows:

To approve the amount of honorarium for members of the Board of Commissioners of the Company for the financial year 2024 at a maximum of Rp. 3,800,000,000,- (three billion eight hundred million Rupiah) In accordance with the provisions of article 96 paragraph 1 of Law Number 40 of 2007 concerning Limited Liability Companies and article 11 paragraph 8 of the Articles of Association of the Company, the amount of salary or honorarium and benefits of members of the Board of Directors shall be determined by resolution of the General Meeting of Shareholders, which authority is delegated by the General Meeting of Shareholders to the Board of Commissioners.

Fifth Meeting Agenda

Attendees 3,932,382,521 shares
Against 0 shares
Abstain 0 shares
Agree 3,932,382,521 shares

Thus, it can be concluded that the proposals for the Fifth Meeting Agenda were approved on the basis of deliberation for consensus as follows:

Approved the appointment Gani Sigiro & Handayani ("Grant Thornton") as the Public Accounting Firm and Mr. Alexander Adrianto Tjahyadi as the Public Accountant to audit the Consolidated Financial Statements of the Company for the financial year 2024 and to authorize the Board of Directors of the Company to determine the honorarium of the Public Accounting Firm and the Public Accountant for the financial year 2024 and to delegate authority to the Board of Commissioners of the Company based on the recommendation of the Audit Committee to appoint a replacement Public Accounting Firm in the event that the appointed Public Accounting Firm for any reason is unable to perform or complete its work and authorize the Board of Directors of the Company to determine the honorarium and other requirements related to the appointment.

This the Minutes of Meeting were prepared to comply with the provisions of paragraph (1), paragraph (2) and paragraph (6) Article 51 of OJK Regulation No. 15/2020 and at the same time to completed accordance with the provisions of OJK Regulation No. 31/POJK.04/2015 concerning Disclosure of Information or Material Facts by Issuers or Public Companies in connection with the replacement of Members of the Board of Directors and/or Members of the Board of Commissioners.

 

Jakarta, 25 June 2024

Directors
PT Voksel Electric Tbk.