- The Meeting have been convened at Gerbera Room, Mezzanine floor, Hotel Mulia Senayan Jakarta,
Jl. Asia Afrika Senayan, Jakarta 10270, on Tuesday, 23 May 2017, at 14.25 Western Indonesia Time
until 15.00 Western Indonesia Time.
Agendas of the Meeting were:
- Approval of the Company Annual Report for the year 2016 and the Company Financial Statement for the year of 2016.
- Approval of the utilisation of the Company’s profit of the year 2016.
- Approval of the appointment of Public Accountants to audit the Company Financial Statement of the year 2017.
- Approval of the change to the composition of Directors and Board of Commissioners of the Company.
- The members of the Directors and Board of Commissioners attending the Meetings were Mr. Tjiu
Thomas Effendy as President Director, Ms. Ong Mei Sian as Director, Mr. Eddy Dharmawan Mansjoer
as Director, Mr. Ferdiansyah Gunawan Tjoe as Director and Mr. Suparman S. as Independent
Commissioner.
- The Meeting was attended by 10,709,799,013 shareholders having valid voting rights or their proxies or
representing 65.31% of the total number of shares having valid voting rights issued by the Company.
- The Meeting provided the opportunity to the shareholders to raise any questions and/or share any
opinions related to each agendum of the Meeting.
- There was no shareholder raising questions and/or sharing opinions related to each agendum of the Meeting.
- The resolution mechanism of the Meeting has been made by way of deliberation to achieve mutual resolutions and voting in the event that the mutual resolutions could not be achieved.
- The voting results related to each agendum of the Meetings are as follows:
| Agendum |
Agree |
Disagree |
Abstain |
| First Agenda of the Meeting |
10,704,503,913 votes (99,95%) |
0 votes (0.00%) |
5,295,100 votes (0,05%) |
| Second Agenda of the Meeting |
10,708,563,313 votes (99,99%) |
1,235,700 votes (0,01%) |
0 votes (0,000%) |
| Third Agenda of the Meeting |
10,680,861,443 votes (99,73%) |
22,075,000 votes (0,21%) |
6,862,570 votes (0,06%) |
| Fourth Agenda of the Meeting |
10,709,799,013 votes (100%) |
0 votes (0.00%) |
0 votes (0.00%) |
- The resolutions related to each agendum of the Meetings are as follows:
First Agenda of the Meeting:
- Accepting and approving the Company Annual Report for the year ended on 31 December 2016,
including the Report of Directors and the Supervisory Report of Board of Commissioners; and
- Accepting and approving the Company Financial Statement for the year ended on 31 December
2016 which has been audited by Public Accountants Purwantono, Sungkoro & Surja, as contained
in the report RPC-3439/PSS/2017 dated 29 March 2017 with an unmodified audit opinion and
accordingly granting release and discharge (acquit et de charge) to the Directors for their
management actions and the Board of Commissioners for their supervisory actions during the year
2016, to the extent that such actions are reflected in the Company Financial Statement for the year
2016.
The Second Agenda of the Meeting:
Approving the utilisation of profit for the year 2015 for the following purposes:
- Distribution of cash dividend of IDR56 (fifty six Rupiah) for each share or 41.35% of the total
Company profits for the year 2016, for 16,398,000,000 shares or in the amount of
IDR918,288,000,000 and authorisation to the Directors to determine the timetable and methods of
dividend distribution in accordance with the prevailing regulations with regard to capital markets
and announce it in two newspapers.
- The remaining profit shall be allocated for the retained earning.
The Third Agenda of the Meeting:
- Approving to authorize the Board of Commissioners of the Company to appoint Public Accountant
to audit the Company Financial Statement for the year 2017 with the criteria that the particular
public accountant is a person who has the license to deliver services as regulated in the prevailing
regulation on public accountant and registered with OJK and registered as the partner in Public
Accountant Firm Purwantono, Sungkoro & Surja.
- Approving to Authorize the Directors of the Company to determine the fees of the Public
Accountants for their services.
The Fourth Agenda of the Meeting:
- Approving to accept the resignation of Mr. Herman Sugianto, Independent Commissioner of the
Company.
- Approving not to change the composition of Directors.
The composition of the Directors and Board of Commissioner of the Company from the end of the
Meeting into the Annual General Meeting of the Company for the year book 2017, as follows:
| President Director |
: |
Mr. Tjiu Thomas Effendy |
| Vice President Director |
: |
Mr. Peraphon Prayooravong |
| Vice President Director |
: |
Mr. Vinai Rakphongphairoj |
| Director |
: |
Ms. Ong Mei Sian |
| Director |
: |
Mr. Jemmy |
| Director |
: |
Mr. Eddy Dharmawan Mansjoer |
| Director |
: |
Mr. Ferdiansyah Gunawan Tjoe |
| President Commissioner |
: |
Mr. Hadi Gunawan Tjoe |
| Vice President Commissioner |
: |
Mr. Rusmin Ryadi |
| Independent Commissioner |
: |
Mr. Herman Sugianto |
| Independent Commissioner |
: |
Mr. Suparman S. |
- To authorize one Director of the Company to restate the change of members of Board of Directors and Board of Commissioners in a separate deed made before Notary and to arrange for the notice and registration with the authorized agency with regard to the change of structure of Board of Commissioners and Board of Directors of the Company as required under the prevailing regulations.
- Timetable and the procedures of cash dividend distribution to the shareholders shall be announced by the Board of Directors in 2 (two) daily Indonesian newspapers having national circulation, website of the Indonesia Stock Exchange and the Company website www.cp.co.id taking into account the prevailing regulations on capital markets.
|
PT CHAROEN POKPHAND INDONESIA Tbk