Mar 30, 2017 - RULES OF PROCEDURE OF. THE ANNUAL GENERAL MEETING OF SHAREHOLDERS (âTHE MEETINGâ). PT BANK OCBC NISP
RULES OF PROCEDURE OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS (“THE MEETING”) PT BANK OCBC NISP Tbk. 30 Maret 2017 1. The Meeting shall be held in Indonesian language. 2. Pursuant to article 13 paragraph 1 of the Company’s Articles of Association, the Meeting shall be presided over by a member of the Board of Commissioners appointed by the Board of Commissioners. 3. Only subjects included in the Meeting agenda as set forth in the Summons for the Meeting may be discussed in the Meeting. 4. Attendance quorum of the Meeting: Pursuant to article 14 paragraph 1a of the Company’s Articles of Association, the Meeting shall be valid and entitled to adopt resolutions if more than ½ (one-half) of all total shares having voting rights are present or represented in the Meeting. 5. Mechanism of Adoption of Meeting Resolutions a) The Meeting’s resolutions shall be adopted amicably. b) When an amicable resolution could not be reached, resolutions shall be adopted by means of voting, by counting the number of affirmative, non-affirmative and abstain votes. Shareholders with nonaffirmative or abstain votes shall be welcomed to raise their hands, while the remainder shall be deemed to have affirmative votes. c) Pursuant to article 14 paragraph 1a of the Company’s Articles of Association, the Meeting’s resolutions shall be valid upon affirmative votes by more than 1/2 (one-half) of all total shares having voting rights present in the Meeting. d) Pursuant to Regulation of the Financial Services Authority No. 32/POJK.04/2014 concerning the Planning and Implementation of GMS and Article 14 paragraph 12 of the Company’s Articles of Association, shareholders having voting rights who are present in the Meeting but have abstain votes (do not cast any vote) shall be deemed to cast the same votes as the majority votes of shareholders who cast votes. e) Each share shall entitle its holder to cast 1 (one) vote. 6. Following the discussion of each Meeting Agenda, the Chairperson of the Meeting shall give a chance for the shareholders or their proxies to ask questions, raise opinions or give recommendations prior to the casting of votes in relation to the Meeting Agenda in question. 7. Those having the right to ask questions, raise opinions or give recommendations in the Meeting shall be the Company’s shareholders or their proxies whose name is registered in the Company’s Register of Shareholders on 7 March 2017 at 4.00 p.m. 8. a) Shareholders desiring to ask questions, raise opinions or give recommendations shall be asked to raise their hands and mention their names and the amount of shares held/represented along with their questions, opinions or recommendations or alternatively, shareholders may fill a form previously distributed and submit the form to our officer, who will then submit it to the Chairperson of the Meeting. b) After asking questions, the Chairperson of the Meeting shall answer them or respond to them. c) Shareholders may only ask questions and/or raise opinions relevant to the determined Meeting Agenda.
Jakarta, 30 March 2017 PT Bank OCBC NISP Tbk Board of Directors
