PT SILOAM INTERNATIONAL HOSPITALSTBK.
("Company")
NOTICE OF
ANNUAL GENERAL MEETING OF SHAREHOLDERS
AND
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of the Company hereby invite shareholders of the Company (“Shareholders”) to attend the Annual General Meeting of Shareholders and Extraordinary General Meeting of Shareholders ("Meeting") to be held on:
Day/Date: Tuesday, 19 May 2015
Time: Annual General Meeting of Shareholders: 10.00 WIB –finish
Extraordinary General Meeting of Shareholders: upon closing of the Annual General
Meeting of Shareholders
Venue: Ebony Room, HotelAryaduta Lippo Village
401BoulevardJenderal Sudirman
Lippo Village 300, Tangerang 15811, Indonesia
With the folowing agendas:
I. Annual General Meeting of Shareholders
- Acceptance and approval of the Company’s Annual Report for the year ending on 31 December 2014, which among others consists of the Company’s Financial Statements, including Consolidated Balance Sheet and Consolidated Comprehensive Income Statement of the Company for the year ending on 31 December 2014, Report on supervisory function of the Board of Commissioners 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.
- Determination of the use of profits of the Company for the year ending on 31 December 2014.
- Change of composition of the Board of Directors and the Board of Commissioners of the Company as well as determination of salary or remuneration and other benefits for members of the Board of Directors and the Board of Commissioners of the Company.
- Appointment of Registered Public Accountant Kantor Akuntan Publikwho will audit the Company’s books for the year ending on 31 December 2015.
- Report on use of proceeds of the Initial Public Offering.
II. Extraordinary General Meeting of Shareholders
- Approval of the Company’s plan to undertake Capital Increase Without Preemptive Rights.
- Approval of Amendment and Restatement of the Company’s Articles of Association in order to comply with Otoritas Jasa Keuangan Regulations, namely Otoritas Jasa Keuangan Regulation No. 32/POJK.04/2014 on Plan and Implementation of General Meeting of Shareholders of Public Companies and Otoritas Jasa Keuangan Regulation No. 33/POJK.04/2014 on Board of Directors and Board of Commissioners of Public Companies.
Notes:
- This Notice of Meetings is to comply with Article 21paragraph 3 of the Company’s Articles of Association and Otoritas Jasa Keuangan Regulation No.32/POJK.04/2014 on Plan and Implementation of General Meeting of Shareholders of Public Companies. The Company does not send a separate invitation to the Shareholders, as such this Notice of Meetings serves as a formal invitation to the Shareholders.
- The shareholders who are entitled to attend and vote in the Meetings are:
- in respect of shares of the Company that are not in the Collective Custodian: Shareholders or valid proxy of the Shareholders whose names are registered in the Shareholders Registry of the Company on 24 April2015 as of 16.00 WIB;
- in respect of shares of the Company that are in te Collective Custodian:
Shareholders or valid proxy of the Shareholders whose names are registered in the account holders or custodian banks in PT Kustodian Sentral Efek Indonesia (“KSEI”) of the Company on 24 April2015as of 16.00 WIB;
KSEI securities account holders in the Collective Custodian are required to provide the Shareholders Registry maintained by them to KSEI in order to obtain Written Confirmation For Meetings (“KTUR”).
- Shareholders or their proxies who will attend the Meetings are requested to bring and submit a copy of the Share Collective Letter and a copy of Kartu Tanda Penduduk (KTP) or other identity card to the personnel fromBiro Administrasi Efek (Securities Administration Bureau), prior to entering the Meetings. Shareholders in collective custodian must bring KTUR.
4.a.Shareholders who are not able to attend may be represented by a valid proxy who brings a valid Power of Attorney as determined by the Company’s Board of Directors. Any member of the Board of Directors, the Board of Commissioners and employee of the Company may act as a proxy of the Shareholders in the Meetings, however they are not eligible to cast any vote in the Meetings.Power of attorney of the Shareholders whose address are registered outside of the territory of the Republic of Indonesia, must be legalized by a notary or other authorized institution(s) and by the related Indonesian Embassy/Representative.
b.The Power of Attorney forms may be collected during working days and working hours at the Company’s office at Medical School Building, UniversitasPelitaHarapan 32nd floor, Jl. BoulevardJend. SudirmanNo. 15, Lippo Village, Tangerang 15810, Banten – Indonesia.
c.All Powers of Attorney must be received by the Board of Directos of the Company at the Company’s office at the address stated in paragraph 4.b above, at the latest on Wednesday 13 May 2015at 16.00 WIB.
5.Shareholders which are in the form of limited liability companies, cooperatives, foundations or pension funds must bring a copy of completearticles of association.
6.Meetings materials, including Annual Report of the Company, are available at the Company’s office from the date of this Notice until the date of the Meetings. Meeting materials may be obtained by downloading them from the Company’s website, by submitting a written request to and acknowledged by the Corporate Secretaryof the Company at the latest 1 (one) working day before the date of the Meetings.
7.In order to facilitate orderly Meetings, the Shareholders or their proxies are requested to arrive at the Meetings 30 (thirty) minutes before the Meetings start.
Tangerang, 27April2015
Board of Directors of the Company