EXPLANATION ON THE AGENDA OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS ( THE MEETING ) 2016 PT BANK OCBC NISP Tbk ( THE COMPANY )

Transcription

1 EXPLANATION ON THE AGENDA OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS ( THE MEETING ) 2016 PT BANK OCBC NISP Tbk ( THE COMPANY ) nda 1 Approval of the Company s Annual Report for financial year 2015 The Company will submit the subject matters of the Company s Annual Report for the financial year 2015 which include Financial Statements, the Board of Directors Report and Report on the Board of Commissioners Supervision of the Company s course during 2015 in order to obtain the approval and ratification of the Meeting. nda 2 Appropriation of the Company s profit earned in the financial year 2015 The Company will propose to the Meeting to approve the appropriation of the Company s net profit earned in the financial year ended on 31 December 2015, namely to strengthen the Company s capital position instead of being distributed as dividends. nda 3 Report on the Actual Use of the Proceeds from Public Offering of Continuous Bonds I - Phase II of 2015 The Company will report to the Meeting that the funds obtained from Public Offering of Continuous Bonds I - Phase II of 2015 at a Fixed Rate deducted by the issuance cost, in the amount of Rp2,991,326,142,814,- was entirely used for business growth in the form of credit extension in accordance with the plan set forth in the prospectus. This report has also been submitted to the Financial Services Authority via mail on 10 July nda 4 Appointment of Public Accountant for 2016 and determination of the relevant honorarium and other qualifications for the appointment Since the determination of the Public Accountant for 2016 still requires more time, the Company will propose to the Meeting to grant such authority to the Board of Directors, upon the approval of the Board of Commissioners or at least 3 (three) members of the Board of Commissioners, with due observance of the recommendation from the Audit Committee, to 1

2 appoint the Public Accountant for 2016 and to determine the relevant honorarium and other qualifications for such appointment. nda 5 Change in the composition of the Company s Board of Commissioners and Board of Directors, and determination of their salaries/honoraria and allowances In relation to the expiring term of office of members of the Board of Directors upon the closing of the Meeting, namely: 1. Andrae Krishnawan W. 2. Johannes Husin 3. Low Seh Kiat pursuant to the recommendation from the Remuneration and Nomination Committee, it is proposed to re-appoint the aforementioned 3 (three) members of the Board of Directors for a term of office ending on the closing of the Annual General Meeting of Shareholders of In relation to the expiring authority related to the determination of the salaries/honoraria and allowances of the Board of Commissioners and the Board of Directors by the end of the financial year 2016, the Company will propose to: 1. Grant again the authority to OCBC Overseas Investment Pte. Ltd as the majority shareholder upon the recommendation of the Remuneration and Nomination Committee to determine the salaries/honoraria and allowances of the Board of Commissioners. 2. Grant again the authority to the Board of Commissioners upon the recommendation of the Remuneration and Nomination Committee to determine the salaries/honoraria and allowances of the Board of Directors. Such granting of authority shall be valid for 3 (three) financial years, namely as from the financial year 2017 up to and including the financial year Whereas the curriculum vitae of the aforementioned members of the Board of Directors are as follows: 2

3 Name : Andrae Krishnawan W. : 49 years old Citizenship : Indonesian 1990 : Bachelor of Business Administration St. Edwards University, Austin, Texas, USA : Bank International Indonesia, various positions with the last 7 years as Regional Head in various area throughout Indonesia : Staff to the Board of Directors PT. Bank NISP Tbk : Assistant Director PT. Bank NISP Tbk : Senior Corporate Executive PT. Bank OCBC NISP Tbk : National Commercial Business Head PT. Bank OCBC NISP Tbk now : Director PT. Bank OCBC NISP Tbk. 3

4 Name Citizenship : Johannes Husin : 43 years old : Indonesian 1995 : Bachelor of Science in Economic University of Iowa, USA 1996 : Master of Business Administration University of Rhode Island, USA : Foreign Exchange Trader - Bank Dagang Nasional Indonesia : Currency Forward Trader - ABN Amro Bank : Vice President, Senior Interest Rate Trader - Standard Chartered Bank : Senior Vice President, Head of Trading - Bank Danamon : Executive Director - JP Morgan Chase Bank : Executive Vice President, Head of Trading & Sales - Bank Danamon : Treasurer PT. Bank OCBC NISP Tbk Now : Director PT. Bank OCBC NISP Tbk. 4

5 Name Citizenship : Low Seh Kiat : 51 years old : Singaporean 1990 : Bachelor of Business Administration (Cum Laude) Indiana State University, USA 1991 : Master of Business Administration Indiana State University, USA : Sales Manager - D&D International Enterprises Ltd, USA : Heller Asia Capital (S) Ltd, Singapore with the last position as the Assistant Vice President : Vice President - GE Commercial Financing (S) Ltd, Singapore : Vice President, Head of Program Management & Marketing - OCBC Bank, Singapore : Vice President, Business Head Of Emerging Business - OCBC Bank, Singapore : National Emerging Business Head PT. Bank OCBC NISP Tbk Now : Director PT. Bank OCBC NISP Tbk. 5