Result of EGMS 2024

ANNOUNCEMENT OF MINUTE
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT VOKSEL ELECTRIC Tbk
 (“Company”)

Domiciled at South Jakarta

 

The Board of Directors of the Company hereby informs the Shareholders that the Company's Extraordinary General Meeting of Shareholders (“Meeting”) which held on Thursday, 22nd February 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 10.15 WIB and closed at 10.53 WIB.

The meeting was attended by:

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

a. Offline:

Independent Commissioner
(concurrently as a Chairman of Nomination and Remuneration )
: Mr. Tjahyadi Lukiman
Commissioner : Mr. Hardi Sasmita
Commissioner : Mrs. Linda Lius
Independent Commissioner
(concurrently as a Chairman of Audit Committee)
: Mrs. Muliany Anwar

b. Online:

Commissioner : Mr. Yoichi Kitagawa
Commissioner : Mr. Tan Huiliang

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

a. Offline:

Director : Mr. Hua Shun
Director : Mr. Rizal Nangoy
Director : Mr. Yogiawan
Director : Mr. Ferry Suarly

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 3.675.676.108 shares or representing 88,45% 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 discussion process and/or 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 discuss and / or provide opinions or suggestions as related to the Agenda being discussed.

C. Meeting Resolution 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 been appointed an independent party, namely 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 the change of member composition of Board of Director;
  2. Approval of the change of member composition of Company’s Board of Commissioners;
  3. Approval to changes the appointment of a Public Accountant from Mrs. Renie Feriana to Mr. Alex Adrianto Tjahyadi to audit the Company's books for the 2023 financial year and delegate authority to the Company's Board of Commissioners based on the Audit Committee to appoint a replacement Public Accounting Firm and/or Public Accountant in the event that the appointed Public Accounting Firm and Public Accountant for any reason are unable to perform or complete the work and authorize the Company's Directors to determine the honorarium and other requirements in regard with the appointment.

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

1) 1st Meeting Agenda

Number of votes present 3.675.676.108 votes
The number of dissenting votes 445.100 votes
Number of abstention votes 1.188.400 votes
Number of affirmative (Agree) votes 3.674.042.608 votes
 
The total affirmative (Agree) votes 3.675.231.008 vote = 99,95%

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

  1. Approve the resignation of Mr. David Lius as President Director of the Company, Mr. Aripin and Mr. Dai Shaohua as Director of the Company and provide full release and discharge from all actions taken during his term of duties as President Director and Director of the Company as long as all such actions are reflected in the Annual Report and Financial Report of the Company and in accordance with the duties required as President Director and Director of the Company and We, on behalf of the Company, would like to express our deepest gratitude to him for the contribution he has made to the Company.
  2. Appoint members of the Company's Board of Directors, Mr. Hua Shun as President Director of the Company who previously served as Director of the Company and Mr. Ni Yongqiang and Mr. Wu Hualu each appointed as Directors of the Company, with terms of duty starting from the closing of this Meeting until the closing of the General Meeting of Annual meeting of Shareholders 2025.

    In connection with the matters above, the composition of the Company's Board of Directors from the closing of this Meeting until the closing of the 2025 Annual General Meeting of Shareholders is as follows:
    BOARD OF DIRECTORS
    • President Director : Hua Shun;
    • Director : Rizal Nangoy;
    • Director : Ferry Suarly;
    • Director : Yogiawan;
    • Director : Ni Yongqiang;
    • Director : Wu Hualu;
  3. Grant authority and power with substitution rights to the Company's Directors, either individually or jointly, to carry out all necessary actions related to the decisions mentioned above, including but not limited to stating changes to the composition of the Company's Board of Directors with the composition as stated above. in the Decision of this Meeting in a separate Notarial deed and notify and register the results of this Meeting's decision to the Department of Law and Human Rights of the Republic of Indonesia and other related agencies and take all actions deemed necessary and useful in accordance with the applicable laws and regulations for implement the decisions of this Meeting as appropriate.

2) 2nd Meeting Agenda

Number of votes present 3.675.676.108 votes
The number of dissenting votes 100 votes
Number of abstention votes 1.188.400 votes
Number of affirmative (Agree) votes 3.674.487.608 votes
 
The total affirmative (Agree) votes 3.675.676.008 vote = 99,99 %

 

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

  • 1. Approve the resignation of Mr. Kumhal Djamil as President Commissioner/Independent Commissioner of the Company, as well as Mr. Yoichi Kitagawa as Commissioner of the Company and provide full release and discharge from all actions taken during his term of duties as President Commissioner/Independent Commissioner and Commissioner of the Company throughout all such actions reflected in the Company's Annual Report and Financial Report and in accordance with the duties required as President Commissioner/Independent Commissioner and Commissioner of the Company and we, on behalf of the Company, would like to express our deepest gratitude to him for the contribution he has made to the Company.
  • Appoint Mr. Tan Huiliang as President Commissioner, previously serving as Commissioner of the Company, with a term of office starting from the close of this Meeting until the close of the 2025 Annual General Meeting of Shareholders.

    In connection with the matters above, the composition of the members of the Company's Board of Commissioners from the closing of this Meeting until the closing of the 2025 Annual General Meeting of Shareholders is as follows:
    BOARD OF COMMISSIONERS
    • President Commissioner : Tan Huiliang
    • Commissioner : Linda Lius
    • Commissioner : Hardi Sasmita
    • Independent Commissioner : Tjahyadi Lukiman
    • Independent Commissioner : Muliany Anwar
  • Grant authority and power with the right of substitution to the Company's Directors, either individually or jointly, to carry out all necessary actions related to the decisions mentioned above, including but not limited to stating changes to the composition of the Company's Board of Commissioners with the composition as follows. referred to in this Meeting Decision in a separate Notarial deed and notifying and registering the results of this Meeting decision to the Department of Law and Human Rights of the Republic of Indonesia and other related agencies and taking all actions deemed necessary and useful in accordance with applicable laws and regulations. to implement the decisions of this Meeting appropriate.

3) 3rd Meeting Agenda

Number of votes present 3.675.676.108 votes
The number of dissenting votes 100 votes
Number of abstention votes 1.188.400 votes
Number of affirmative (Agree) votes 3.674.487.608 votes
 
The total affirmative (Agree) votes 3.675.676.008 suara = 99,99 %

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

Appointing Mr. Alex Adrianto Tjahyadi to replace Mr. Renie Feriana as Public Accountant to audit the Company's books for the 2023 financial year and delegate authority to the Company's Board of Commissioners based on the recommendation of the Audit Committee to appoint a replacement Public Accounting Firm and/or Public Accountant in the case of a Public Accounting Firm and/or The Public Accountant appointed for whatever reason is unable to perform or complete his work and authorizes the Company's Directors to determine the honorarium and other requirements in connection with the appointment.

Thus, the Minutes of this Meeting were prepared to fulfill the provisions of paragraph (1), paragraph (2) and paragraph (6) of article 51 of OJK Regulation No. 15/2020 and along to comply with the provisions of OJK Regulation no. 31/POJK.04/2015 concerning Disclosure of Material Information or Facts by Issuers or Public Companies

 

Jakarta, 22 February 2024
PT Voksel Electric Tbk.
Board of Directors