PT Tiga Pilar Sejahtera Food Tbk, domiciled in Central Jakarta hereby announces that on Thursday, June 23, 2016 at the JW Marriot Hotel, Mega Kuningan, South Jakarta, Indonesia, has held the Extraordinary General Meeting of Shareholders (the “EGM”) PT Tiga Pilar Sejahtera Food Tbk. (Hereinafter the “Company”). AGM opened at 11:20 pm and the meeting was attended by members of the Board of Commissioners are:
A. Members of the Board of Commissioners and Board of Directors were present at the EGM
| Board of Commissioners | Board of Directors |
| Mr. ANTON APRIYANTONO President Commissioner & Independent Commissioner |
Tuan STEFANUS JOKO MOGOGINTA President Director |
| Mr. KANG HONGKIE WIDJAJA Vice President Commissioner |
Tuan BUDHI ISTANTO SUWITO Director |
| Mr HENGKY KOESTANTO Commissioner |
Tuan JO TJONG SENG Independent Director |
| Mr. JAKA PRASETYA Commissioner |
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| Mr. BONDAN HARYO WINARNO Independent Commissioner |
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B. Quorum Attendance Shareholders
- That the EGM held in accordance with Article 89 paragraph (1) of the Constitution of the Republic of Indonesia Number 40 of 2007 on Limited Liability Company and article12 paragraph 4. Articles of Association that requires the presence of shareholders representing more than ¾ (three-quarter) of the total shares issued by the Company with valid voting rights.
- EGM was attended by the Shareholder or the Shareholder’s legitimate Proxies amounted to 2,680,403,095 (two billion six hundred eighty million four hundred and three thousand and ninety five) shares or equal to 83.28% (eighty three point twenty-eight percent) of 3,218,600,000 (three billion two hundred and eighteen million six hundred thousand) shares which is a combination of 135,000,000 (one hundred and thirty five million) Class A shares and 3.083,600,000 (three billion eighty three million six hundred thousand) shares of Class B which is the total shares issued and fully paid shares in the Company.
- With The provisions set out in article 89 paragraph 1 of the Act of the Republic of Indonesia Number 40 of 2007 on Limited Liability Company and article 12 paragraph 4. Articles of Association of the Company have been met.
C. EGM Agenda
EGM Agenda is as follows:
Granting authority to the Board of Directors in terms of offers assets of the Company and / or provide warranty (Corporate Guarantee), to support the business activities of its subsidiaries.
Explanation of Agenda AGM are as follows:
To anticipate the development activities of the Company ain the future, where the possibility of the Company require financing through loans from banks, other financial institutions or other parties, therefore Company have the possibility to divert and or guarantees of debt for all or most of the Company’s assets including giving Corporate Guarantee to support the business activities of the subsidiaries, so the Meeting proposed to authorize the Board of Directors to divert and or guarantees of indebtedness all or most of the Company’s assets including providing Corporate guarantee for business activities of its subsidiaries to comply with the provisions of article 102 of the Law Company Limited Number 40 In 2007 on Limited Liability Company.
D. Question & Answer Opportunities
Before the decision, Chairman of the AGM provides the opportunity for shareholders to ask questions in any discussion of the agenda of the EGM. On the whole agenda of the AGM there are no shareholders or their proxies who ask questions.
E. Decision Taking Mechanism
Decisions taken by majority vote verbally by raising hand, but if Proxy Shareholders is authorized by shareholders to issue a dissenting vote or voice forms but at the time of the decision by the Chairman of the meeting did not raise their hands to vote disagree or blank , then they are considered approved the proposal.
F. AGM decisions
The decisions of the AGM of the Company is as follows:
| EGM Agenda | |||
| Total Shareholders asking questiony | No shareholders asked | ||
| Voting Results | Agree | Abstain | Agree |
| Meeting approved by Majority Vote | 2,457,144,039 (two billion four hundred and fifty-seven million, one hundred forty-four thousand thirty nine) shares or equal to 91.67% (ninety one point sixty seven percent) of the votes present at the Meeting. | A total of 2,534,326 shares. | A total of 223 259 056 (two hundred and twenty three million two hundred fifty nine thousand and fifty six) shares, or 8.33% (eight point thirty three percent). |
| Agenda Decision |
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EGM Closed at 11.30 p.m.
Jakarta, June 27th 2016
PT TIGA PILAR SEJAHTERA FOOD Tbk.
DIRECTIONS