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Shareholder General Meeting

Authority of the General Meeting of Shareholders (GMS)

The General Meeting of Shareholders (GMS) is a corporate body with authority not granted to the Board of Commissioners or the Board of Directors, within the limits set by prevailing laws and regulations and the Company's Articles of Association. This authority includes requesting accountability from the Board of Commissioners and the Board of Directors regarding the management of the Company, amending the Articles of Association, appointing and dismissing members of the Board of Directors and/or Board of Commissioners, determining the division of duties and management authority among the Board of Directors, and other matters.

Types and Timing of GMS

The Annual General Meeting of Shareholders (AGMS), which must be held at least once a year, no later than six (6) months after the end of the Company’s fiscal year. The Extraordinary General Meeting of Shareholders (EGMS), which may be convened outside the AGMS schedule as needed.

EGMS Organizer

An EGMS may be convened to discuss urgent matters concerning the Company that cannot be postponed until the next AGMS, in accordance with the provisions set out in the Articles of Association. Situations that may require an EGMS include:

  1. Replacement of members of the Board of Commissioners and/or Directors before the end of their term of office, whether due to resignation or other reasons.

  2. There is a plan for material transactions and/or conflicts of interest as regulated in the applicable laws and regulations.

  3. Other material corporate action plans, such as the repurchase of the Company’s shares (buyback), stock split, and issuance of Pre-emptive Rights (rights issue).

Stages of GMS Implementation

The general stages of organizing a General Meeting of Shareholders (GMS) are as follows:

  1. 1

    The invitation to the General Meeting of Shareholders (GMS) shall be announced through the Company's website, the Indonesia Stock Exchange (IDX) website, and the Indonesian Central Securities Depository (eASY.KSEI) website, no later than 21 (twenty-one) days prior to the date of the GMS, excluding the date of the invitation and the date of the GMS itself.

  2. 2

    Prior to the official invitation, the Company is required to publish a pre-announcement of the GMS plan via the Company’s website, the IDX website, and the eASY.KSEI website, no later than 14 (fourteen) days before the official GMS invitation date.

  3. 3

    In relation to PTBA’s status as a publicly listed company, and to ensure consistent information regarding the planning and execution of the GMS, in accordance with OJK Regulation Number 15/POJK.04/2020 on the Planning and Implementation of the General Meeting of Shareholders of Public Companies, the Company must submit the meeting agenda clearly and in detail to the Financial Services Authority (OJK) no later than 5 (five) business days prior to the announcement.

  4. 4

    Following the GMS, the Company is obligated to submit the meeting results to OJK no later than 2 (two) business days after the meeting is held and disclose the results to the public through the Company’s website, the IDX website, and the eASY.KSEI website.

  5. 5

    Each share issued carries one (1) voting right, unless otherwise stipulated in the Company’s Articles of Association.

GMS Documents