EXPLANATION OF THE AGENDA
OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF PT SILOAM ITERNATIONAL HOSPITALS TBK
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In respect of the plan to convene the General Meeting of Shareholders the Annual General Meeting of Shareholders of PT Siloam International Hospitals Tbk(“Company”) on 22 March 2017 (“Meeting”), the Company hereby provides an explanation regarding the agenda of the Meeting to complement the details delivered by the Company to the Shareholders in the notice of the Meeting in Investor Daily newspaper dated 28 February 2017.
Agenda 1
Acceptance and approval of the Company’s Annual Report for the year ending on 31 December 2016 as well as giving a full release and discharge (acquit et de charge) to all members of the Board of Directors and the Board of Commissioners of the Company on management and supervisory function for the year ending on 31 December 2016.
Explanation:
In the First Agenda, will be explained the Company’s Annual Report on its position and course of its business actions covering the business activities derived from the Company’s main business activities significant achievements, future outlook, on the Consolidated Financial Statements of the Company and its subsidiaries for the financial year ended 31 December 2016 comprising of the audited consolidated statements of Financial Position and the consolidated statement of comprehensive income, statement of changes in equity and statement of cash flow for the year and the Report of Company’s Board of Commissioners on its Supervisory Duties. In this Agenda, the Company will propose to the Shareholders to approve the Annual Report, including the Consolidated Financial Statements of the Company and its subsidiaries for the financial year ended on 31 December 2016, comprising of the audited Consolidated Statements of Financial Position and the Consolidated Statement of Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flow for the year, the Report of the Board of Commissioners on its Supervisory Duties and to grant a release and discharge (acquit et de charge) to all members of the Board of Directors and the Board of Commissioners of the
Company for their management and supervisory actions during the financial year ended 31 December 2016.
Agenda 2
Determination of the use of profits of the Company for the year ending on 31 December 2016.
Explanation:
The Company will propose to the the Company’s Shareholders to approve the use of the Company’s profit for the year ending on 31 December 2015, namely for reserve funds, cash dividends and/or retained earnings.
Agenda 3
Determination and appointment of the Board of Commissioners and the Board of Directors composition as well as determination of honorarium and other benefits for members of the Board of Commissioners and the Board of Directors of the Company.
Explanation:
Hence the term of office of the Board of Commissioners and the Board of Directors of the Company will be end after the Meeting is closed, the Company will propose to the Company’s shareholders to determine and appoint the Board of Directors and Board of Commissioner composition and propose to the AGM to approve on appointment members of the Board of Commissioners and/or the Board of Directors with term of office until the closing of Annual General Meeting which will be held on 2020.
Agenda 4
Appointment of Registered Public Accountant Kantor Akuntan Publik who will audit the Company’s books for the year ending on 31 December 2017.
Explanation:
In this agenda, the Company will propose to the Company’s Shareholders to appoint an internationally reputable Registered Public Accounting Firm who will audit the Company’s books for the financial year ending on 31 December 2017 taking into consideration the recommendation of the Audit Committee and in compliance with the prevailing laws and regulations, including the Capital Markets regulations.
Agenda 5
Report on use of proceeds of the 1st Right Issue and Initial Public Offering.
Explanation:
In this agenda, the Company will report the use of proceeds of the Initial Public Offering to comply with Otoritas Jasa Keuangan Regulation No. 30/POJK.04/2015 on the regulation of Report on Use of Proceeds of the Initial Public Offering dated 22 December 2015. The Company will propose to the Meeting to approve the Report of on Realization of Proceeds of the 1st Right