PT Bayan Resources Tbk : Rules of BYAN Extraordinary GMS

About this update from Pt Bayan Resources Tbk

RULES OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ("THE MEETING") OF PT BAYAN RESOURCES TBK ("THE COMPANY") Day/Date : Wednesday / 15 January 2025 Time : 14.00 WIB until finished Place : Jade Room - Fairmont Hotel, 2 nd floor Jalan Asia Afrika No. 8 Jakarta 10270 General The meeting is conducted in Bahasa, efficiently and effectively without prejudice to the validity of the Meeting. The Meeting can be attended physically or electronically. The Shareholders may attend and/or grant the power of attorney and cast their votes electronically through eASY.KSEI application ( e-proxy and e-vote ) managed by PT Kustodian Sentral Efek Indonesia (KSEI) and approved by the Financial Services Authority (OJK) during the Meeting process. The Company urges the Shareholders or their proxies to attend the Meeting and/or to cast their votes electronically through eASY.KSEI application ( e- proxy dan e-vote ) as announced in the Invitation issued by the Company on December 23, 2024. Meeting Participants The Shareholders who are entitled to attend, cast votes, and ask questions in the Meeting are the Shareholders whose names are recorded in the Company Register of Shareholders and/or owners of the Company shares in the securities sub-accounts at the Collective Custody of PT Kustodian Sentral Efek Indonesia ( KSEI ) by the closing of share trading on December 20, 2024, until 16.15 WIB, or their proxies as proven with a legal and valid power of attorney, both conventional power of attorney and/or electronic proxy through eASY.KSEI application at the link https://akses.ksei.co.id . Shareholders who attend electronically can join the Meeting through the Electronic General Meeting System application at the following link https://easy.ksei.co.id/egken ( eASY.KSEI ) provided by KSEI and join the ongoing Meeting through the Zoom webinar at AKSes.KSEI . The deadline for submitting an electronic attendance declaration or electronic power of attorney (e-proxy) and electronic voting (e-vote) on eASY.KSEI application is not later than 12.00 WIB on 1 (one) business day prior to the date of the Meeting. Legitimate shareholders who will physically attend the Meeting are required to bring and show valid Identity Cards (KTP) or other valid identification and submit a copy of them to the registration officer before entering the Meeting room. Shareholders who are represented by their legal proxies to physically attend the Meeting are required to bring and show valid Identity Cards (KTP) or other valid identification and the original Power of Attorney with the stamp duty of IDR10,000 that has been signed, and to submit the original Power of Attorney and a copy of the Identity Cards of both the authorizer and the proxy to the registration officer before entering the Meeting room. Shareholders of the Company in the form of a legal entity or their proxies who attend physically are required to bring and show valid Identity Cards (KTP) or other valid identification, and to submit the original Power of Attorney, a copy of the Identity Cards or other identification, and a copy of the latest Company Articles of Association and the notarial deed regarding the appointment of members of the board of commissioners and directors or management who are still in office during the Meeting, to the registration officer before entering the Meeting room. Shareholders whose addresses are registered outside the Republic of Indonesia, their power of attorney must be legalized by a notary/local authorized official or by the local Embassy/Representative of the Republic of Indonesia. For the purpose of keeping the Meeting in order, Shareholders and their proxies who attend both physically and electronically are requested to be present 15 minutes before the Meeting begins. 3. Registration Process of eASY.KSEI Shareholders who attend the Meeting electronically through eASY.KSEI application must pay attention to the registration process as follows: Local individual Shareholders who have submitted attendance declarations but have not yet cast their votes for at least 1 (one) Meeting agenda on eASY.KSEI application until the deadline as referred to in number 2 point b above and wish to attend the Meeting electronically, they must register the attendance on eASY.KSEI application on the date of the Meeting until the Meeting electronic registration period is closed by the Company. Shareholders who have granted power of attorney to proxies provided by the Company (Independent Representative) or Individual Representative but the Shareholders have not yet cast their votes for at least 1 (one) Meeting agenda on eASY.KSEI application until the deadline as referred to in number 2 point b above, the proxies representing the Shareholders must register the attendance on eASY.KSEI application on the date of the Meeting until the Meeting electronic registration period is closed by the Company. Shareholders who have granted power of attorney to Intermediary Participants (Custodian Bank or Securities Company) as proxies and have cast their votes on eASY.KSEI application until the deadline as referred to in number 2 point b above, the representative proxies that have been registered on eASY.KSEI application must register the attendance on eASY.KSEI application on the date of the Meeting until the Meeting electronic registration period is closed by the Company. Shareholders who have submitted attendance declarations or granted power of attorney to the proxies provided by the Company (Independent Representative) or Individual Representative and have cast their votes for at least 1 (one) of the Meeting agenda on eASY.KSEI application not later than the deadline as referred to in number 2 point b above, the Shareholders or proxies do not need to register the attendance electronically on eASY.KSEI application on the date of the Meeting. The share ownership will be automatically counted as an attendance quorum and the votes that have been cast will be automatically taken into account in the voting of the Meeting. Foreign Individual Shareholders, Local Business Entities/institutions, and Foreign Business Entities who wish to participate in the Company Meeting are welcome to contact their custodian/broker/securities and ask them to register a proxy for attendance and vote electronically on the eASY.KSEI application. Any delay or failure in the electronic registration process as referred to in points a-e for any reasons, which cause the Shareholders or their proxies unable to attend the Meeting electronically and their share ownership not counted as an attendance quorum in the Meeting, will not become the responsibility of the Company. 4. Meeting Streaming Shareholders or their proxies who have been registered in eASY.KSEI not later than the deadline as referred to in Number 2 point b above can join the ongoing Meeting through the Zoom webinar by accessing the eASY.KSEI GMS Streaming at https://akses.ksei.co . id. The Meeting Streaming capacity is 500 participants, the attendance of each participant will be determined on first-come-first-served basis. Shareholders or their proxies who do not have the opportunity to join the Meeting Streaming are still considered valid to attend electronically and their share ownership and votes are taken into account in the Meeting if they have registered in the eASY.KSEI application as explained in Number 3 points a-e. Shareholders or their proxies are advised to use the Mozilla Firefox browser to get the best experience in using eASY.KSEI for the Meeting Streaming, The Meeting Chairperson In accordance with Article 11 paragraph 3 of the Company Articles of Association, the Meeting is chaired by a member of the Board of Commissioner who is appointed by the Board of Commissioner (hereinafter referred to as " the Meeting Chairperson "). The Meeting Chairperson has the right to ask those present at this Meeting to prove their authority to attend and cast votes. The Meeting Chairperson is responsible to run the Meeting properly and entitled to decide the Meeting procedures that have not been regulated in the Rules of the Meeting. Quorum of Attendance For Meeting agenda, based on Article 11 paragraph 1.a of the Company Articles of Association, the number of quorum for the Meeting is attended by Shareholders representing more than 1/2 (one-half) of the total number of shares issued by the Company with valid voting rights. Only Shareholders of the Company whose names are recorded in the Company Register of Shareholders on December 20, 2024, at 16.15 WIB or their proxies are entitled to cast votes. Procedures for Passing Meeting Resolutions Based on Article 11 paragraph 11 of the Company Articles of Association, the Meeting Resolutions are done with deliberation to reach a consensus . If the deliberation to reach a consensus is unattainable, then voting will be held. The resolutions for the Meeting agenda are valid if they are approved by more than 1/2 (one-half) of the total number of shares with valid voting rights. Each share gives the holder the right to cast 1 (one) vote. Voting: Shareholders or their proxies who are present electronically are welcome to cast their votes in the eASY.KSEI . The maximum duration of the electronic voting is 5 (five) minutes for each Meeting agenda. When the electronic voting begins, the system automatically runs the voting time by counting down a maximum of 5 (five) minutes. If Shareholders or their proxies do not cast a vote for a certain Meeting agenda until the voting time finished, it will be deemed to have voted Abstain for the Meeting agenda concerned. Shareholders or their proxies who are physically present in the Meeting and would like to vote Disagree or Abstain may fill out the voting cards that have been distributed and submit the voting cards by raising hands so that our officers can collect the voting cards, to be recorded and read out by the Notary. Shareholders who do not raise their hands will be counted as approving the proposal submitted. Based on Article 11 paragraph 9 of the Company Articles of Association, the abstain vote in the Meeting is considered as casting the same vote as the majority vote of the Shareholders. The voting results will be read out by a Notary at the end of the voting for each Meeting agenda. 8. Question and Answer After completing the explanation of Meeting agenda, the Meeting Chairperson will provide the opportunity for Shareholders or their proxies to ask questions before voting. Those who are entitled to ask questions in the Meeting are only the Shareholders or their authorized proxies whose names are recorded in the Company Register of Shareholders on December 20, 2024, until 16.15 WIB. Shareholders or their proxies can ask questions briefly and clearly and the Meeting Chairperson has the right to choose which questions to be answered. All questions must be related to the discussed agenda, and must state their name, company name or related institution (if representing a company as the shareholder) or the authorizer name (if representing an individual as the shareholder) and the number of shares owned or represented. How to submit questions: For Shareholders or their proxies who attend electronically: Shareholders or their proxies can submit questions for each agenda in writing through the eASY.KSEI system at the chat feature in the 'Electronic Opinions' on the E-Meeting Hall of the AKSes. The Company will deactivate the "raise hand" and "allow to talk" features in the webinar at the AKSes. Incoming questions will be read and answered by the Meeting Chairperson or the other party appointed by the Meeting Chairperson, and the answers will be answered live or verbally through the Zoom streaming; therefore, the questions from Shareholders or their proxies that appear in the flow Text of eASY.KSEI will not be answered in writing. Shareholders or their proxies who are physically present in the Meeting can fill out the Question Form that has been distributed and submit the form by raising hand so that our officers can collect it and give it to the Meeting Chairperson. Furthermore, the Meeting Chairperson or the party appointed by the Meeting Chairperson will answer the questions verbally. If the Meeting Chairperson determines that there are no more questions regarding the Meeting agenda being discussed, the Meeting Chairperson will notify the participants of the Meeting thus they are not allowed to ask any additional questions. When the Meeting Chairperson has determined voting for Meeting agenda, then it is no longer allowed to ask any questions. In order to maintain healthy conditions, any Shareholders or proxies who are unhealthy (cough, fever, flu, etc.) must wear masks while in the building area where the Meeting is being held and during the Meeting or suggested to attend the Meeting electronically. The materials to be discussed in the Meeting can be downloaded from the Company's website www.bayan.com.sg from the date of the Meeting invitation until the Meeting is held. The Company does not provide any souvenirs to Shareholders and their proxies who both physically and electronically attend the Meeting. PT Bayan Resources Tbk Board of Directors

View stock analysis, news, and events for Pt Bayan Resources Tbk