Summons to The Annual and Extraordinary General Meeting of Shareholders

05 Jun 2020

SUMMONS TO
THE ANNUAL AND EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT BFI FINANCE INDONESIA Tbk

(“the Company”)

 

The Board of Directors hereby invites Shareholders of the Company (“the Shareholders”) to attend the Annual General Meeting of Shareholders (“AGMS”) and the Extraordinary General Meeting of Shareholders (“EGMS”) which will be held on:

Date/Day                     : Monday/June 29, 2020
Time                            : 13:30 – finish, Western Indonesia Time
Tempat                        : BFI Tower, Sunburst CBD Lot 1.2

                                       Jl. Kapt Soebijanto Djojohadikusumo
                                       BSD City – South Tangerang

Agenda of General Meeting of Shareholders is as follows:

I. Annual General Meeting of Shareholders:

  1. The Company's Annual Report including the ratification of Financial Statements and Supervisory Report of the Board of Commissioners for the fiscal year 2019.

    Explanation:
    It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and regulations issued by Financial Services Authority (OJK Regulations)
    .

  2. The stipulation of the use of the Company’s net profit for the fiscal year 2019.

    Explanation:
    It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

  3. Appointment of Public Accountant Office to audit the Company's Financial Statements for the fiscal year 2020.

    Explanation:
    It is a routine agenda in the Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

  4. Granting the power and authority to the Company’s Board of Commissioners to act on behalf of the General Meeting of Shareholders in terms of determining the distribution of duties and authorities of the Board of Directors as well as determining the remuneration for members of the Board of Directors and the Board of Commissioners.

    Explanation:
    It is a routine agenda in a Company’s AGMS, in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations

 

II. Extraordinary General Meeting of Shareholders:

  1. Approval to give authority to the Board of Directors to sell, pledge, transfer or discharge of all or more than 50% of the Company’s assets as debt security for banking facilities, loan channeling, bonds, asset backed securitization or other form of debts to institutions/individuals that provides funding to the Company needed in the normal course of business activities.

    Explanation:
    Approval in such agenda is in accordance with the Company’s Articles of Association, Company Law No. 40 of 2007 and OJK Regulations.

  2. Ratification of the Settlement Agreement.

    Explanation:
    Ratification of the Settlement Agreement entered into by the Company.

  3. Amendment in the composition of the Board of Commissioners.

    Explanation:
    Amendment in the composition of Board of Commissioners is held in accordance with the Company’s Articles of Association and OJK Regulation No. 33/POJK.04/2014 concerning Board of Directors and Board of Commissioners of Issuers or Public Companies.

  4. Adjustment of the Company's Articles of Association

    Explanation:
    It is an agenda for the amendment to the Articles of Association in accordance with OJK Regulation No. 15/POJK.04/2020 concerning Plan and Execution of General Meeting of Shareholders of Public Companies.

NOTES:

  1. This notice shall serve as the official invitation to the shareholders of the Company for the purposes of the AGMS and EGMS.

  2. In order to facilitate an orderly Meeting, the shareholders or their attorneys are kindly requested to arrive at the Meeting at the latest by 01:00 p.m. Western Indonesia Time. (The room is limited to 10 attendees and registration closes 30 minutes before the Meeting starts).

  3. The 2019 Annual Report of the Company and curriculum vitae of the Company's Commissioners are available on the Company's website (https://www.bfi.co.id). Shareholders can also obtain these documents, which will be available from the date of this notice until Monday, June 29, 2020 at 01:00 p.m. Western Indonesia Time by submitting a written request to the Company through email (corsec@bfi.co.id) to the Company.

  4. Shareholders who are entitled to attend or be represented at the AGMS and EGMS, are shareholders whose names are registered in the Register of Shareholders of the Company at the close of trading on the Stock Exchange on June 4, 2020 at 04:00 p.m. Western Indonesia Time.

  5. By prioritizing the principle of caution and vigilance towards the development of the latest conditions related to the Corona Virus Disease pandemic (“COVID-19”) and complying with the provisions contained in Government Regulation No. 21 of 2020 concerning Large-Scale Social Restrictions in the Framework of Accelerating the Handling of COVID-19, and referring to the OJK Regulation No. 15/POJK.04/2020 concerning Plan and Execution of General Meeting of Shareholders of Public Companies, the Company strongly encourages Shareholders to authorize their presence through the granting of power of attorney including voting and submitting questions with the following conditions:

    1. The Company prepares 2 (two) types of power of attorney to Shareholders, namely Conventional Power of Attorney which can be downloaded through the Company's website https://www.bfi.co.id/investor-relations/investor-relations-updates/shareholder-meeting or use e-proxy which can be accessed electronically via website of eASY.KSEI https://easy.ksei.co.id

      1. Conventional Power of Attorney – power of attorney covering voting as well as questions on each agenda item of the AGMS and EGMS. Conventional authorization forms can be obtained during business hours at the Company's Securities Administration Bureau, PT Raya Saham Registra ("RSR"), via email rsrbae@registra.co.id, telephone number: (+62 21) 2525666, facsimile number (+62 21) 2525028, or Corporate Secretary, via e-mail corsec@bfi.co.id. The power of attorney that has been completed and signed along with the supporting documents can be sent in scanned copy via email to rsrbae@registra.co.id and corsec@bfi.co.id. The original power of attorney must be sent by registered mail to the Company's Securities Administration Bureau ("BAE"), namely PT Raya Saham Registra no later than June 26, 2020 at 12.00 p.m. Western Indonesia Time, with the following address:

        PT Raya Saham Registra
        Plaza Sentral Building 2nd Floor
        Jl Jend. Sudirman 47-48
        Karet Semanggi
        Jakarta 12930

      2. Electronic Power of Attorney or e-Proxy that can be accessed through eASY.KSEI - a power of attorney system provided by PT Kustodian Sentral Efek Indonesia (“KSEI”) to facilitate and integrate power of attorney from scripless Shareholders whose shares are in KSEI's collective custody to their proxy electronically through the eASY.KSEI website (https://easy.ksei.co.id) no later than 1 (one) working day prior to the date of the AGMS and EGMS, namely on Friday, June 26, 2020 at 12:00 p.m. Western Indonesia Time.  Shareholders who will use eASY.KSEI can download the usage guidelines at the following link: https://www.ksei.co.id/data/download-data-and-user-guide.

    2. Directors, members of the Board of Commissioners or employees of the Company can act as the power of attorney of shareholders with conventional power of attorney in the AGMS and EGMS, but the votes issued as the power of attorney are not counted in the votes during the AGMS and EGMS.

    1. Shareholders or their attorneys who will attend the meeting must present their official Identity Card ("KTP") or other valid proof of identity and deliver copies to the registry officials at the place of registration before entering the meeting room.

    2. Shareholders of the Company in the form of mandatory legal entities, must present a photocopy of the latest articles of association as well as a notarial deed concerning the appointment of members of the board of commissioners and directors or management who are still in office at the Meeting, to the registration officer at the registration place before entering the Meeting room.

    3. Shareholders whose shares are recorded in the collective custody at PT Kustodian Sentral Efek Indonesia ("KSEI"), or their proxies, are required to provide Written Confirmations for Meetings or KTUR to registration officers.

  6. One Share gives its holder the right to issue 1 (one) vote. If a shareholder has more than 1 (one) share, the vote issued applies to all of his/her shares.

 

PREVENTIVE MEASURES AGAINST THE SPREAD OF COVID-19 VIRUS

In accordance with the prevailing regulations and as preventive measure against the spread of COVID-19 virus:

  1. The Company will not provide any food and beverage as well as souvenir to shareholders and their attorneys who attend the meeting in person.

  2. Suggestion to Shareholders to Authorize a Power of Attorney to the Securities Administration Bureau of the Company
    The Company strongly encourages all Shareholders to authorize an independent party that has been appointed by the Company to represent Shareholders to attend and vote at the Meeting. The independent party that has been appointed by the Company is the Company's Securities Administration Bureau, PT Raya Saham Registra ("RSR").
    The guidance in granting the power attorney to RSR through E-Proxy is as follows:

    1. For individual shareholders who are Indonesian citizens

      1. A Shareholder who wishes to authorized the power of attorney must:

        1. Have a Single Investor Identification number (SID Number). Checking the SID Number can be done by contacting the securities company or custodian bank of each shareholder; and

        2. Registering/activating eASY.KSEI account through https:\\akses.ksei.co.id.

      2. Login into eASY.KSEI system through https:\\akses.ksei.co.id. Then click ‘Login’.

      3. Insert email and password, then click ‘Login’.

      4. Select ‘eASY.KSEI’ menu.

      5. Select ‘Operation of Shareholder’ menu.

      6. At ‘General Meeting’ section, select ‘BFI Finance Indonesia, Tbk., PT (BFIN) – Annual General Meeting’.

      7. Click ‘Select Attendance Type’.

      8. Click ‘My authorized representative will attend’.

      9. At ‘Representative Type’ section, select ‘Independent Representative’, then select one of the names listed in the ‘Select Independent Rep’. Then click ‘Next’.

      10. Click ‘OK’ and the shareholders will be directed to ‘Vote Preference Declaration’.

      11. Select one of the following ‘Accept’, ‘Reject’, or ‘Abstain’ for each Meeting agenda.

      12. If the shareholders have input their votes for all agendas, then click ‘Save’.

      13. Click ‘OK’ to confirm that voting process has been successfully carried out.

      14. The Shareholder may click ‘Log Out’ to exit eASY.KSEI system.

      Shareholders who wish to authorize through E-Proxy must complete the above process no later than Friday, June 26, 2020 at 12:00 p.m. Western Indonesia Time.

    2. For shareholders who are (i) individuals of foreign nationality and (ii) in the form of legal entities (Indonesian and foreign).
      Shareholders are strongly encouraged to give power of attorney to the securities company or custodian bank of each shareholder, then the securities company or custodian bank will authorize the RSR through E-Proxy
      .

  3. Shareholders or their attorneys that will remain physically present at the Meeting must follow and pass the security and health protocols which will be strictly enforced by the Company, as follows:

    1. Requirement to wear mask at all times within the building area where the Meeting is held and during the Meeting;

    2. Must follow the health inspection procedures (including body temperature checks, etc.), which will be carried out by the Company's building management;

    3. At the time of registration, it is compulsory to submit a health declaration form containing health and travel information. The health declaration form can be downloaded at: https://www.bfi.co.id/investor-relations/investor-relations-updates/shareholder-meeting;

    4. Must implement physical distancing policy according to the direction of the Company and the management of the building where the Meeting is held; and

    5. Must immediately leave the building where the Meeting is held as soon as the Meeting is completed.

  4. The Shareholders or their attorneys who are unfit (in particular those who have COVID-19 symptoms (such as cough, fever, and/or flu, etc.)) will not be permitted to attend the Meeting.

  5. The Company has the right to prohibit Shareholders or their attorneys to attending or be present at the Meeting room and/or building where the Meeting is held in the event that the Shareholders or their attorneys do not comply with the foregoing safety and health protocols as described above.

  6. The Company will re-announce if there is any change and/or addition of information in preventing the spread of COVID-19.

 

South Tangerang, June 5, 2020
Board of Directors

Download Health Declaration Form

Download Power of Attorney to Attend Annual General Meeting of Shareholders & Extraordinary General Meeting of Shareholders


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