MEDIA

MEDIA

POSTPONEMENT AND REVISED INVITATION FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (14 August 2018)

August, 15 2018

POSTPONEMENT AND REVISED INVITATION FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (14 August 2018)


PT. JAYA PARI STEEL TBK.

Jl. Margomulyo No. 4, Surabaya

(“the Company”)


POSTPONEMENT OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
AND
REVISED INVITATION FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

 


Referring to posted invitation for Extraordinary Meeting of Shareholders (“EGM”)  on daily paper, Investor Daily on  July 24th 2018, Directors of the Company herewith are announcing postponement dan revised invitation for EGM of the Company to as per follows: 

Day/Date 
: Thursday / September 6th 2018
Time                : 10.00am WIB (Western Indonesian Time) till end
Venue              : Shangri-La Hotel
    Jl. Mayjend. Sungkono No. 120 Surabaya

EGM Agenda are as follows:
  1. Approval for the Merger Arrangement  PT. Jaya Pari Steel Tbk (“JPRS”) as an Acquiree accepting the Merger, including approval for the Merger  Programme and Merger Acts as well as the implementation of buyback of shares of those who disagree with the Merger.

  2. Approval for granting authority to the Directors of the Compay to implement the above-mentioned decisions, including but not limited to  making or requesting for all acrs, letters as well as required documents to be made, being present in front of authorized officials, including a notary, submitting applications to authorized officials to obtain approvals or to report the, to authorized officials as according to current regulations.

Clarifications for EGM Agenda:
Agenda 1:
As according to EGM Announcement and Merger Programme Annoucement made by  PT Jaya Pari Steel Tbk  dan PT Gunawan Dianjaya Steel Tbk on June 7th 2018 via daily paper, Investor Daily,, PT Jaya Pari Steel Tbk  dan  PT Gunawan Dianjaya Steel Tbk intend on undertaking Merger where PT Jaya Pari Steel Tbk is the Acquiree dan PT Gunawan Dianjaya Steel Tbk is the Acquirer .
The underlying motive for Merger is to simplify the corporate structure within GDST group and to increase business efficiency.
It is also noted that the Merger must obtain an  approval by General Meeting of Shareholders of  PT Jaya Pari Steel Tbk  and  PT Gunawan Dianjaya Steel Tbk
In the case there is/are shareholder(s) of PT Jaya Pari Steel Tbk as well as PT Gunawan Dianjaya Steel Tbk yang who disagree with the Merger Programme, then in accordance with Article 62 of Limited Liability Company Law (UUPT), he/she can request for share buyback by PT Jaya Pari Steel Tbk and  PT Gunawan Dianjaya Steel Tbk respectively by stating his/her intentin the EGM and General Meeting of Shareholders of PT Jaya Pari steel Tbk (“RUPS JPRS”). Shareholders are requested to read  detailed explanation/description about the Merger in the Merger Programme that will be announced two working days before the day of EGM, at latest.
Agenda 2
Referring to Agenda 1, aboves, the Company grants authority to the Directors of the Compay to implement the above-mentioned decisions, including but not limited to  making or requesting for all acrs, letters as well as required documents to be made, being present in front of authorized officials, including a notary, submitting applications to authorized officials to obtain approvals or to report the, to authorized officials as according to current regulations.

Notes:
  1. Those who reserve the rights to attend are shareholders whose names are recorded in the list of shareholders of the Company on July 23rd 2018 at 16:15 WIB.
  2. Shareholder who are unable to attend may appoint a proxy to represent him/her in the meeting based on a letter  of attorney.
  3. Shareholders and/or their proxies are requested to submit photocopies of their Identity Cards (KTP) or other forms of valid identifications (specifically for Legal Entity Shareholders must be accompanied with proof of the rights to represent the Legal Entity)  before entering the meeting hall.
  4. Shareholders whose shares are placed in the KSEI collective custodian are to submit Written Confirmation for Meeting (KTUR) when entering the meeting hall.
  5. Shareholders who disagree with the Merger Programme may request for share buyback based on the conditions stipulated in the Merger Programme. In this case,  the shareholder or his/her proxy, must fill up a form of statement of intention to sell shares  (“Statement of Intention Form”) with adequate stamp during EGM, as well as submitting it to the Company before the closing of Merger Agenda Session. Statement of Intention Form and Form for Power of Attorney Statement of Intention are available in the office of the Company, in the  office of Electronic Data Interchange Indonesia of the Company (PT. EDI Indonesia) and at the Company’s website (www.jayaparisteel.co.id).
  6. For the orderliness of the meeting, shareholders or proxies, attending the meeting, are expected to have filled  the list of attendants, which will be provided by the Company, at 09.30 WIB.


Surabaya,  August 14th  2018
PT. JAYA PARI STEEL TBK.
BOARD OF DIRECTORS

 


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