PT FORZA LAND INDONESIA TBK

(THE "COMPANY")

 

INVITATION

THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

 

 

The Company's Board of Directors hereby invites the Company's Shareholders to attend the Annual General Meeting of Shareholders ("AGM") which will held on:

 

Day     : Wednesday

Date   : August 5th, 2020

Time   : At 02.00 PM - finish

Venue : Wisma 77 Tower 1 8th Floor, Letjen S. Parman Street Kav. 77, Slipi, West Jakarta 11410

 

The AGM Agenda as follows:

  1. Approval of the Annual Report including the Financial Statements and the Board of Commissioners' Report on its Supervisory Duties for the financial year ended 31 December 2019 and grant of release and discharge of liability (acquit et decharge) to all members of the Board of Directors and the Board of Commissioners of the Company for all actions taken in relation to the management and supervision of the Company in the financial year ended 31 December 2019;
  2. Ratification of the Financial Statement and Annual Report of Partnerships and Community Development Program for Financial Year of 2019 and the Acquittal and Discharge of the Members of the Board of Directors' and the Board of Commissioners' members;
  3. Board of Directors and Board of Commissioners Organizational Restructure;
  4. Determination of the amount of salary or honorarium and benefits for the financial year 2020 as well as bonus payment (tantiem) for the financial year 2019 payable to the members of the Board of Directors and the Board of Commissioners of the Company;
  5. Changes to the Management of the Company.

 

Note:

  1. This Notice of Meeting constitutes an official invitation to the Meeting in accordance with the provisions of Article 10 paragraph 2 of the Company's Articles of Association in conjunction with Article 82 paragraph 2 of Law Number 40 of 2007 on Limited Liability Companies, and therefore it is not necessary for the Company to extend a separate invitation to each Shareholders.
  2. Those entitled to attend or be represented in the Meeting are :
    1. For shares of the Company which are in collective custody only the Shareholder or the authorized shareholder of the Company is registered in the Register of Shareholders of the Company on July 13th, 2020 at 5 PM.
    2. For shares of the Company which are in KSEI Collective Custody only the account holder or the authorization of account holders whose name is listed as the Company's Shareholder in the Custodian Bank or Securities Company account registered in the List of Shareholders of the Company on July 13th, 2020 at 5 PM.
  3. Any Shareholder of the Company or its proxy who will attend the Company's Meeting is kindly requested to provide the registration officer with the original copy of the KTUR and a copy of his/her Resident ID card (KTP) or any other identification card before entering the Meeting room. Any authorized representative of Company's Shareholder must provide not only the original copy of the KTUR and a copy of his/her Resident ID card (KTP) or other identification card but also a copy of the latest articles of association and the deed containing the latest composition of the board members of the company he/she represents;
  4. A Company's Shareholder that is unable to attend the Meeting may be represented by a proxy, subject to the following provisions:
    1. Through the KSEI Electronic General Meeting System (eASY.KSEI) facility on the website http://akses.ksei.co.id/ provided by KSEI, as part of the mechanism for electronically authorizing (e-proxy) in the AGMS process, which can be carried out from the date of this summons to August 4th, 2020 at 12 noon; or
    2. By using the Power of Attorney form available on the Company's website (http://forzaland.com/page/investor), provided that:
      1. Any member of the Board of Commissioners, any member of the Board of Directors, and any employee of the Company may act as a proxy for the Shareholder in the Meeting, but any vote cast by the proxy will not be counted in voting;
      2. The Shareholders of the Company are not entitled to give power of attorney to more than one power of attorney for a portion of the number of shares owned by them with different votes;
      3. If the power of attorney as described in item b point 4 is executed outside the territory of the Republic of Indonesia, the power attorney must be authenticated by the local notary public and the local consulate of the Republic of Indonesia;
      4. The Company must have received the duly completed power of attorney through the Securities Administration Bureau, i.e. PT Adimitra Jasa Korpora, at Kirana Avenue II Street Blok F3 Number 5, Kelapa Gading, North Jakarta 14250, maksimum 3 working days before Meeting, no later than July 13th, 2020, at 4 PM;
  5. The Shareholders of the Company or their proxies are kindly requested to be present at the AGMS at at 1 PM, so that the AGMS can start on time. The registration desk will be closed at 2 PM. Shareholders or their proxies who attend after 2 PM will be deemed absent, therefore they cannot submit proposals and / or questions and cannot vote at the AGM.
  6. In an effort to prevent the spread of COVID-19, the Company calls on Shareholders to follow the directions of the Government to comply with health protocols to prevent the spread of COVID-19, both before and during the AGM. To that end, the Company urges Shareholders to participate in the AGM by granting power of attorney to an independent party appointed by the Company, namely BAE, through the KSEI Electronic General Meeting System (eASY.KSEI) facility.
  7. For Shareholders or their proxies that will still be physically present at the AGMS, they must follow the security and health protocol determined by the Company for the AGMS, among others as follows:
    1. Shareholders or their proxies must use masks while in the area of the building where the AGMS is held and during the AGM;
    2. Shareholders or their proxies must follow the health inspection procedures when entering the building where the AGMS is held, including body temperature checks to ensure Shareholders or their proxies do not have a body temperature of more than 37.5º C;
    3. In order to implement the physical distancing policy, the officer will direct the Shareholders or their proxies into designated rooms and limit the number of people in 1 (one) room;
    4. Shareholders or their proxies are obliged to follow the AGMS committee directives in implementing physical distancing while in the building where the AGMS is held;
    5. For health reasons and in the context of controlling and preventing the spread of COVID-19, the Company does not provide food and drinks, or souvenirs;
    6. The AGMS material in the form of the 2019 Annual Report, can be accessed through the Company's website / website www.forzaland.com since the date of the AGMS Invitation. For health reasons and in the context of controlling and preventing the spread of COVID-19, the Company will not provide a hardcopy of the AGMS Materials;
    7. The Company has the right to:
      1. Prohibit Shareholders or their proxies from attending the AGMS;
      2. Requesting Shareholders or their proxies to immediately leave the AGMS room and / or the building where the AGMS is held; or
      3. Perform other necessary actions in accordance with the health protocol, in the case of Shareholders or their proxies:
        1. Body temperature more than 37.5º C;
        2. Experiencing symptoms of illness including flu and / or cough (even though body temperature is not more than 37.5º C); or
        3. Those involved include people who are at risk of being infected with COVID-19.
    8. Shareholders who have come to the location but are prohibited from attending and entering the AGMS room for the reasons in point f above, can still exercise their rights by granting power of attorney (to attend and cast their votes on each AGMS agenda) to an independent party appointed by the Company (Representative BAE) or other parties appointed by the Shareholders, by filling in and signing the Power of Attorney form provided by the Company at the location of the AGM.
    9. If there is a change and / or additional information related to the procedure for holding an AGMS in connection with the conditions and the best developments regarding integrated handling and control to prevent the spread of COVID-19 will be announced on the Company's website  (http://forzaland.com/page/investor).

 

Jakarta, July 14th, 2020

PT Forza Land Indonesia Tbk

 

Board of Directors

 

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