Jakarta, 11 April 2017
NOTIFICATION OF
THE SUMMARY OF THE MINUTES OF
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT TUNAS BARU LAMPUNG Tbk
(Member of Sungai Budi Group)
Fully Integrated Eco Friendly And Low Cost
Producer of Crude Palm Oil With Vegetable Cooking Oil
And Other Vegetable Oil D ownstreams
(“The Company”)
The Board of Directors of the Company hereby notifies the summary of the minutes of the Extraordinary General Meeting of Shareholders (“Meeting”) of the Company which held in Legian Room 1 – Gran Melia Hotel, Jl. H.R. Rasuna Said – Kuningan, South Jakarta, on Monday, dated April 10th, 2017 at 10.37 WIB until 10.58 WIB, to fulfill Article 34 Financial Services Authority Regulation No. 32/POJK.04/2014 dated December 08th, 2014 on the Plans and Conducts The General Meeting of Shareholders of a Public Company (hereinafter reffered as “POJK No. 32/2014”).
The Meeting was attended by:
Board of Commissioners
President Commissioner : Santoso Winata
Independent Commissioner : Justinus Aditya Sidharta
Board of Directors
Deputy President Director : Sudarmo Tasmin
Director : Djunaidi Nur
Oey Alfred
Mawarti Wongso
The Shareholders
1. Jason Indrian Winata as a representative of :
- Widarto as the owner of 2.338.000 (two million three hundred and thirty eight thousand) shares.
- Santoso Winata as the owner of 2.338.000 (two million three hundred and thirty eight thousand) shares.
- Budi Delta Swakarya as the owner of 1.400.296.896 (one billion four hundred million two hundred and ninety six thousand eight hundred and ninety six) shares.
- Sungai Budi selaku pemilik 1.337.473.414 (one billion three hundred and thirty seven million four hundred seventy three thousand four hundred and fourteen) shares.
2. Public, as the owner of 863.702.836 (one billion eight hundred sixty three million seven hundred and two thousand eight hundred and thirty six) shares.
The Shareholder
The shareholders who attended the Meeting were the shareholders who represent 4.606.149.146 (four billion six hundred and six million one hundred fourty nine thousand one hundred and fourty six) shares or 86.22% (eighty six point twenty two percent) of total shares who are have a voting right which are valid in the Meeting that are 5.342.098.939 (five billion three hundred and fourty two million ninety eight thousand nine hundred and thirty nine) shares.
According to the provision article 8 point (1), article 10 point (1) and article 13 point (1) POJK No. 32/2014 and article 12 point (2), (3) and (4) Article of Association of the Company and according to the provision of the laws and regulations including the provisions of regulation in the Capital Market, the Board of Directors of the Company among others have done things as follows:
a. Notify about the plan to conduct the Meeting to Financial Services Authority (”OJK”) through the letter dated on February 23th, 2017.
b. Announced the advertising of the notice of the Meeting, including the disclosure of information with respect to the transaction plan to be discussed in the Meeting, to the Shareholders through 1 (one) daily newspaper in Bahasa Indonesia which is “SUARA PEMBARUAN” published on Thursday, dated on March 02nd, 2017. The advertising of the notice already announced through the website of Indonesia Stock Exchange (BEI) and the Company’s website (www.tunasbarulampung.com) with each date the same with the date of the newspaper mentioned above.
c. Announced the advertising of invitation of the Meeting to the Shareholders through 1 (one) daily newspaper in Bahasa Indonesia which is “SUARA PEMBARUAN” published on Friday, dated on March 17th, 2017. The advertising of the invitation already announced through the website of Indonesia Stock Exchange (BEI) and the Company’s website (www.tunasbarulampung.com) with each date the same with the date of the newspaper mentioned above.
In discussion of every agenda of the Meeting, the shareholders/its representatives were given a change to ask questions related to the agenda of the Meeting which had been discussed.
The Mechanism of the decision-making in the Meeting were as follows:
1. The decision was taken by voting, which is conducted in verbally with a show of hands.
2. Shareholders and their representatives are expected to attend the Meeting until the end. If any shareholders leave the Meeting during voting, then the relevant party is assumed to have agreed to all the Meeting’s decisions.
The Meeting’s agenda as follows:
1. Approval for the plans of the Company’ entity that established and existing under the law of Republic of Singapore (“Issuer”) to issue the bond with the principal amount does not exceed an aggregate USD 200,000,000.00 (two hundred million United States Dollars), with the fixed rate of the interest and will be due in 5th years of the issuance date or at other time that will be agreed by the parties, and will be listed and traded in Singapore Exchange Securities Trading Limited (SGX-ST) (“High Yield Bonds”), which is a Material Transaction according to the Rule No.IX.E.2.
2. Approval for the plans of the Company to pledge the corporate guarantee by the Company and/or approval for the plans of the Company to give approval, in its capacity as a shareholder to its entity to pledge all or most of entity’ assets including to pledge the corporate guarantee by the entity of the Company in order to guarantee the payment on time of all obligations and its liabilities of the Company and/or the entity of the Company to third parties, including the liabilities that related to the High Yield Bonds.
The Result Meeting were as follows:
- First Agenda of the Meeting
Number of shareholder who ask a question : 0 shares.
Resolution of the Voting
Affirmative Votes : 4.606.149.146 shares or 100% of that were present
Abstain Votes : 0 share or 0% of that were present
Disapproving Votes : 0 share or 0% of that were present
Resolutions of the Meeting
Approve for the plans of the Company’ entity that established and existing under the law of Republic of Singapore (“Issuer”) to issue the bond with the principal amount does not exceed an aggregate USD 200,000,000.00 (two hundred million United States Dollars), with the fixed rate of the interest and will be due in 5th years of the issuance date or at other time that will be agreed by the parties, and will be listed and traded in Singapore Exchange Securities Trading Limited (SGX-ST) (“High Yield Bonds”), which is a Material Transaction according to the Rule No.IX.E.2 and granting the full power and authority to the Company’s Board of Directors with the right of substitution, to carry out all necessary actions relating to the plans on issuing High Yield Bonds by Issuer.
- Second Agenda of the Meeting
Number of shareholder who ask a question : 0 shares
Resolution of The Voting
Affirmative Votes : 4.601.121.346 shares or 99,89% of that were present
Abstain Votes : 0 share or 0% of that were present
Disapproving Votes : 5.027.800 shares or 0,11% of that were present
Resolution of The Meeting
Approve for the plans of the Company to pledge the corporate guarantee by the Company and/or approval for the plans of the Company to give approval, in its capacity as a shareholder to its entity to pledge all or most of entity’ assets including to pledge the corporate guarantee by the entity of the Company in order to guarantee the payment on time of all obligations and its liabilities of the Company and/or the entity of the Company to third parties, including the liabilities that related to the High Yield Bonds, including but not limitrd to make or ask to be made all deeds, letters or any necesarry documents which are required, appear before a party/competent authority, including notary, to submit an application to a party/competent authority to obtain approval for such matter to a party/competent authority and pursuant to the applicable laws and regulations.
Jakarta, April 11th, 2017
PT TUNAS BARU LAMPUNG Tbk
The Board of Directors