Decisions Of GMS | June 25, 2019

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    (“the Company”)

    NOTIFICATION TO SHAREHOLDERS

    Hereby notified to Shareholders of PT Langgeng Makmur Industri Tbk. that the Annual General Shareholders Meeting ("Annual GMS") and the Extraordinary General Shareholders Meeting ("Extraordinary GMS") of the Company (hereinafter referred to as the "Meetings") were held on Tuesday, June 25, 2019, at Santika Hotel, Jl Raya Gubeng No.54, Surabaya, with summary of the minutes as follows :

    Agenda of the Meetings
    Agenda of the Annual GSM:

    1. Annual Report by the Directors regarding the condition and the operation of the Companyduring the year ended December 31, 2018.
    2. Approval of the Company’s Financial Statements for the financial year ended December 31,2018.
    3. Determination of the salaries and emoluments of the members of the Board of Commissioners and Directors of the Company.
    4. Authorizes the Board of Commissioners of the Company to appoint a Public Accountant toaudit the financial year of 2019 and to determine the amount of the Public Accountant's honorarium.

    Agenda of the Extraordinary GSM:

    1. Approval to transfer, dispose of the rights or guarantees of debt most or all of the assets of the Company relating to the Company's debt to creditors of the Company such as banking institutions and / or other financial institutions which is given for a period of one year from the date of approval in the Meeting.
    2. Extension of the term of service of the Board of Commissioners and Directors of the Company.
    3. Amendments to the Company’s Articles of Association in article 3.

    The presence of Shareholders and the Company’s Management

    1. Both the Annual GSM and the Extraordinary GSM were attended by 867.884.502 shares which is representing 86,055% of the total shares with valid voting rights issued by the Company.
    2. The Management of the Company who attended the Meetings were :
      - Independent Commissioner : Bing Hartono Poernomosidi
      - Independent Director : Kosasih Koenawan
      - Director : Pangestu Alim
    3. The Annual GSM was started at 10.22 WIB and closed at 10.47 WIB
    4. The Extraordinary GSM was started at 10.53 WIB and closed at 11.08 WIB

    Mechanism for the decision-making in the Meetings

    1. In the Meetings, the shareholders are given the opportunity for asking questions, giving opinion and suggestions on each agenda in the Meetings.
    2. The Meeting’s decisions are taken through deliberation. In the event that no agreement is reached, decisions are taken by voting.
    3. All agendas in the Annual GSM and Extraordinary GSM, there is no question from the meetings participants and therefore decided to unanimously as follows: 867.884.502 affirmative votes, 0 dissenting vote and abstained 0 vote.

     

    The Meetings’ Decisions
    Annual GSM :

    1. Accept the Annual Report of the Board of Directors regarding the conditions and the operation of the Company for the fiscal year ended December 31, 2018 including the Report of the Board of Commissioners for fiscal year 2018 (two thousand and eighteen). In connection with this, the Meeting gives full relief and responsibility (acquit et decharge) to the Board of Commissioners and the Directors from their responsibility for actions taken in 2018 (two thousand and eighteen), as long as those actions appear in the Annual Report and Financial Statements of the Company, except embezzlement and fraud and other criminal acts.
    2. Approve the Financial Statements for the financial year ended December 31, 2018 audited by Public Accountant Teramihardja, Pradhono & Chandra.
    3. Approve to authorize the Board of Commissioners to determine the salaries and honorarium for members of the Board of Commissioners and Board of Directors for the financial year 2019.
    4. Approve to authorize the Board of Commissioners to appoint a Public Accountant to audit the 2019 financial year and the authority to determine the honorarium the Public Accountant by the following criteria: The Public Accountant is a Public Accountant of a Public Accounting Firm (KAP) registered in the Financial Services Authority (OJK) and the Company's Creditor.

    Extraordinary GSM:

    1. Gave approval to the Board of Directors to transfer, dispose of the rights or guarantees of debt most or all assets of the Company relating to the Company's debt to its creditors which are banking institutions and / or other financial institutions, granted for a period of one year from the date of approval in Meeting.
    2. Extending the term of Services of the Board of Commissioners and Directors of the Company for the period 2019 to 2024.
      1. The composition of the Board of Commissioners and Directors of the term 2019 to 2024 are as follows :
        President Commissioner : Hendro Budianto was written and also referred to in the Hindro Budianto Hindratno Identity Card.
        Independent Commissioner : Bing Hartono Poernomosidi
        President Director : Hidayat Alim
        Independent Director : Kosasih Koenawan
        Director : Pangestu Alim
        Director : Irawan Alim
      2. To authorize the directors or their proxies to appear before the Notary, to provide statements, to make and to sign the necessary letters / deeds and to perform all legal actions deemed necessary in order to execute the authorization
    3. Approve changes in the purpose, objective and business activities of the Company, so the provisions of article 3 of the Company's Articles of Association are amended and read as follows:

    ----------- ” PURPOSE AND OBJECTIVES AND BUSINESS ACTIVITIES. -------------
    ---------------------------------------------- Article 3. ----------------------------------------------

     
    1. The purpose and objective of the Company is to conduct business in the fields of :

    1. Processing industry ;
    2. Large and retail trade.

    2. To achieve the above purposes and objectives, the Company can perform business activities as follows :

    1. Processing industry :
      - plastic pipe industry and its equipments ;
      - houseware equipment dan supplies industry (excluding furniture) ;
      - pipes and fittings from non-iron and steel metals industry ;
      - kitchen equipment and metal table equipment industry.
    2. Large and retail trade :
      - large trade on retribution (fee) or contract ;
      - large trade in houseware equipment and supplies ;
      - large trade in metal and metal ore ;
      - large trade in construction materials from metal;
      - retail trade of goods and other construction materials;
      - retail trade in plactic wrap.

     Sidoarjo, June 27, 2019
    PT Langgeng Makmur Industri Tbk.
    Directors


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