pt red planet indonesia, tbk. · 2020. 7. 29. · partnership 21 payment method go-deals promo...

PT Red Planet

Indonesia, TBK.

Annual General Meeting of Shareholders

Four Points Hotel Jakarta | 25 August 2020

Asia’s Favourite Budget Hotels

Composition of Board of Commissioners And Directors

2


▪ Mr. Hapsoro – PresidentCommissioner

▪ Mr. Suganto Gunawan –Independent Commissioner

▪ Mr. Mayjen TNI (Purn.)Adang Ruchiatna Puradiredja– Independent Commissioner

3

Board of Commissioners


▪ Mr. Suwito – President Director

▪ Mr. Mark Michael Reinecke –Director

▪ Mr. Timothy John Hansing –Director

▪ Mr. Simon Morris Gerovich –Director

▪ Mr. Rivolinggo Pamudji –Independent Director

▪ Mr. Kern Miang Chan –Independent Director

4

Board of Directors


▪ Red Planet Indonesia, a public company, develops, owns, and operates

budget hotels in Indonesia.

▪ Red Planet Indonesia is the subsidiary of Red Planet Hotels Limited, a leading

budget hotel chain in Pan-Asia.

▪ Red Planet Hotels Limited’s portfolio consists of 39 properties, 31 in operation

and 8 under development, in Indonesia, Japan, the Philippines, and Thailand.

▪ Red Planet Indonesia currently owns 7 budget hotels located in Bekasi,

Makassar, Palembang, Pasar Baru-Jakarta, Pekanbaru, Solo, and Surabaya.

The Company also owns 1 hotel Pusako at Bukittingi.

Corporate Brief Condition

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Red Planet Indonesia

7 HOTELS IN INDONESIA

Pekanbaru 139 rooms

Palembang 147 rooms

Bekasi 156 rooms

Jakarta Pasar Baru 160 rooms

Solo 152 rooms

Surabaya 155 rooms

Makassar 144 rooms

Total 1,053 rooms


Our Planet

7

NUMBER OF HOTELS: 39

31 in operation

8 under development

NUMBER OF ROOMS: 6,739

4,991 in operation

1,748 under development


AGMS Agenda

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1. Approval ratification and approval of the report of the Board of Directors concerning thecourse of the business and the Company’s Financial Statement for the fiscal year thatended on 31 December 2019 and approval for the Financial Statements includesbalance sheet and profit/loss statement for the financial year ended on 31 December2019 that audited by Independent Public Accountant and approval of the Company’sAnnual Report, Supervision Report of the Board of Commissioners for the year ended on31 December 2019;

2. Appointment of Independent Public Accountant that will audit the Company’s FinancialStatement for the fiscal year ended on 31 December 2020;

3. Determination of the remuneration package for the members of the Company's Board ofCommissioners and Directors for the Fiscal Year 2020;

4. Changes in the composition of the Directors and Commissioners;

5. Approval to write-off the shareholder receivables arising from the cancellation ofdividends that have already been divided to the Company's shareholders;

6. Approval of changes in the Article 3 of the Company’s Article of Association regardingPurpose and Objectives and Business Activities in order to adjust the JointAnnouncement of the Ministry of Law and Human Rights of the Republic of Indonesiaand the Coordinating Ministry of Economic Affairs of the Republic of Indonesiaconcerning adjusting the purpose and objectives of the Company’s business activities(Article 3) Indonesia (KBLI) 2017, Article 15 paragraph 2 regarding tenure of the Board ofDirectors and Article 18 paragraph 3 regarding tenure of the Board of Commissioners.

AGMS Agenda

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First Agenda

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Approval ratification and approval of the report of the Board of Directorsconcerning the course of the business and the Company’s FinancialStatement for the fiscal year that ended on 31 December 2019 andapproval for the Financial Statements includes balance sheet andprofit/loss statement for the financial year ended on 31 December 2019that audited by Independent Public Accountant and approval of theCompany’s Annual Report, Supervision Report of the Board ofCommissioners for the year ended on 31 December 2019.

First Agenda

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Red Planet Indonesia owns and operates 8 hotels in Indonesia, of which7 are Red Planet budget hotels and 1 is a full-service hotel (Pusako Hotellocated in Bukitinggi).

Red Planet Hotels’ highest occupancy rates in 2019:

• Red Planet Palembang : 76,87%

• Red Planet Bekasi : 75,84%

• Red Planet Jakarta, Pasar Baru : 74,44%

Company Performance

12


1,186

2,723

2018 2019

Interest Expense

(20,927)

(11,692)

2018 2019

Loss before tax

22,447

13,142

2018 2019

Depreciation

41,323 36,162

2018 2019

Gross Margin

75,625 68,170

2018 2019

Revenue

Consolidated P&L 2018 vs. 2019 (Audited)

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*Catatan: Jumlah dalam Jutaan Rupiah

2,707

4,174

2018 2019

EBITDA


2018, 2019, Q2 2019 and Q2 2020 Company Balance Sheet

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470,089 464,540 467,805 451,034

2018 2019 Q2 2019 Q2 2020

Total Assets

412,715 398,344 404,404 387,112

2018 2019 Q2 2019 Q2 2020

Total Equity

57,374 66,196 63,401 63,922

2018 2019 Q2 2019 Q2 2020

Total Liabilities

14%17% 16% 17%

2018 2019 Q2 2019 Q2 2020

Liabilities to Equity


Determination of the Use of Net Profit for Fiscal Year 2019

15

Overall as reported in the Audit Financial Report, the Company stillrecorded a net loss during 2019 so that the Company has not been ableto distribute dividends.

Asia’s Favourite Budget Hotels 16

Corporate Strategy

Focus on guest

experiences

Intensify social

media marketing

Move business to

direct channels


Red Planet Indonesia Brand Standards

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Web & App Bookings in Indonesia: +39.7% in 2019 vs 2018

1,438

1,254 1,280 1,371 1,382

1,524

1,756 1,732

1,562

1,809

1,584 1,620 1,708 1,726 1,734

1,908 1,810

2,288 2,276

2,489

2,096

2,275

2,024

-

500

1,000

1,500

2,000

2,500

3,000

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

Room Nights

2018 2019

Asia’s Favourite Budget HotelsAsia’s Favourite Budget Hotels

Promo Code Result

19

TOTAL ADS COST ROIROOM NIGHT BOOKING IDR USD

1,062 940 Rp234,215,159 $16,375 $550 $30

Rp-

Rp5,000,000

Rp10,000,000

Rp15,000,000

Rp20,000,000

Rp25,000,000

Rp30,000,000

Rp35,000,000

Rp40,000,000

0

20

40

60

80

100

120

140

160

180

5-17 APRIL 2019 28 APRIL- 5MAY 2019

8-31 MAY 2019 31 MAY - 16JUNE 2019

23 JULY - 28JULY 2019

11 AUGUST - 23AUGUST 2019

15 SEPT-289SEPT 2019

10-29 OCTOBER2019

15-28NOVEMBER

2019

01-24DECEMBER

COBLOSRPI MAYDAYRPI RMDNRPI LIBURANYUK NGINAPHEMAT MERDEKARPI CERIARPI SEPULUHLAGI NOVEMBERSERU LIBURANKUY

15% 15% 15% 15% 10% 17% 10% 10% 10% 10%

PROMO DURATION RESULT BOOKING RESULT ROOM NIGHT REVENUE IDR REVENUE USD

Asia’s Favourite Budget HotelsAsia’s Favourite Budget Hotels 20

Best Content

Both organic and boosted post, all promo code content is the most reacted content in our social media pages (ID)

Asia’s Favourite Budget HotelsAsia’s Favourite Budget Hotels

Partnership

21

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RESULT / 31 Dec 2019245 Booking IDR 51,059, 000

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END TERM 31 Dec 2019

TOTAL

BOOKING IDR USD ADS COST ROI

333 Rp 72,146,700 $ 5,157 $ 350 15

Asia’s Favorite Budget Hotels

Outdoor ExposureBank Mandiri LED Billboard at SCBD-JKT

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Outdoor ExposureBank Mandiri LED Billboard at Tanah Abang-JKT

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Outdoor ExposureBank Mandiri LED Billboard at Surapati-Bandung

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Campaign “RETHINK PLASTIC” Partnership with EVOWARE


Activities: Car Free Day Jakarta

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Activities: Car Free Day Jakarta

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SOCIAL MEDIA #AKUDANTUMBLERKU

• 159 mention at @redplanetindonesiaInstagram account

• 18 Instagram Story during the event

• 3x live Instagram session at @redplanetindonesiaInstagram account


Activities: Green Week, Earth Day, World Cleaning Day at all Red Planet Hotel


Activities: Beach Clean Up at TanjungBayang Makassar


Albatross Customer Experience Survey

89

80

90

94

86

9896

79

95 96

80

93

73

10096 95

97 97

83

99 98

87

Average Score OverallExperience

Hotel Entrance Lobby/LobbyLift/LobbyRestroom

TechnologyPlatform

Front Desk Staff & ServiceQuality

Check-inProcedure

RoomCleanliness

RoomFunctionality

Check-outProcedure

2018 2019

Client satisfaction surveys resulted in an average score of 93 in 2019 versus 89 in 2018, demonstrating Red Planet’s

continuous efforts in improving service quality year-on-year


Audit Committee Activity Report in 2019

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▪ 18 April 2019: Discussion of year 2018 financial performance,

taxation, internal audit, AGMS 2018;

▪ 29 May 2019: Discussion of financial performance during the first

semester of 2019, the results of AGMS 2018, and reappointment of

the Public Accounting Firm for fiscal year 2019;

▪ 12 November 2019: Discussion of implementation of Internal Audit

plans to conduct operational audits in all properties, seminars, and

workshops by the Corporate Secretary as well as plans for the

preparation of the Sustainability Report;

▪ 9 December 2019: Discussion of financial performance during 3Q

2019, cyber security and the implemented of Internal Audit

programs.

Audit Committee Activity in 2019

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1. Review the Company’s financial information such as financial statements, projections, and other related

reports;

2. Review the Company’s compliance with laws and regulations related to the Company’s activities;

3. Provide recommendations to the Board of Commissioners on the appointment of Public Accountants

based on independency, audit scope and fees, to be presented to GMS;

4. Review the audit implementation of Internal Auditors and the Director’s follow up on the Internal

Auditor’s findings;

5. Overseeing the risk management activities implemented by the Directors;

6. Overseeing complaints related to the Company’s financial process and reporting;

7. Review any potential conflicts of interest and provide recommendations to the Board of Commissioners;

8. Maintain the confidentiality of the Company’s documents, data, and information.

Based on the Audit Committee’s review, there were no significant findings during 2019.

Audit Committee Duties & Responsibilities

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Second Agenda

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Appointment of Independent Public Accountant that will audit theCompany’s Financial Statement for the fiscal year ended on 31 December2020.

Second Agenda

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The Public Accounting Firm appointment to audit the Company’s books for the year ending 31December 2020 is based on POJK No. 10/POJK.04/2017, assessment on technical skills andrecommendation from the Board of Commissioners.

The minimum requirements for Public Accounting Firm to audit the Company’s financialstatements, amongst others:

1. Registration at OJK

2. Ability to conduct the audit based on applicable accounting standards and relatedregulations, including Capital Market Regulations and/or OJK Regulations

3. Experience in auditing property companies

4. Independence

5. Absence of any legal suits with the Company, its subsidiaries, Board ofCommissioners, and Board of Directors

Background of Public Accounting Firm Appointment

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The Board of Commissioners has recommended to continue employing Kantor Akuntan

Publik (KAP) Kanaka Puradiredja, Suhartono.

During this meeting, we propose to approve the following:

1. The appointment of KAP as the Independent Public Accounting Firm to conduct the audit as

at and for the year ending 31 December 2020.

2. The authority granted to:

a. The Board of Directors to determine the audit fee and the terms and conditions of the

appointment;

b. The Board of Commissioners to appoint the replacement of the appointed Public

Accounting Firm if that appointed Firm cannot conduct the audit in accordance with the

applicable accounting standards and related Capital Market and/or OJK regulations.

Board of Commissioners’ Recommendation for Public Account Firm

42


Third Agenda

43


Determination of the remuneration package for the members of theCompany's Board of Commissioners and Directors for the Fiscal Year2020.

Third Agenda

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In accordance with Article 96 paragraph 1 of Law No. 40 of 2007concerning Limited Liability Companies, the amount of salary andallowances for members of the Board of Directors is determined based ona GMS decision, but based on Article 96 paragraph 2 of Law No. 40 of2007 concerning Limited Liability Companies, such authority can bedelegated to the Board of Commissioners. While the provisions regardingthe amount of salary or honorarium and benefits for members of theBoard of Commissioners, in accordance with Article 113 of Law no. 40 of2007 concerning Limited Liability Companies, established by the GMS.

Third Agenda

45


For year 2020, we propose to grant the authority to determine the fees forthe Board of Commissioners and Board of Directors to the Board ofCommissioners.

Proposal for the Third Agenda

46


Fourth Agenda

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Changes in the composition of the Directors and Commissioners.

To fulfill the provisions of Article 25 of the Financial Services AuthorityRegulation No. 33/POJK.04/2014 concerning Directors and Board ofCommissioners of Public Companies, Mr. Suganto Gunawan and Mr.Adang Ruchiatna Puradiredja, respectively as Independent Commissionerswill read out his independence statement.

Fourth Agenda

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In connection with the expiration of the term of the Board of Directors and theBoard of Commissioners after this Meeting, it is hereby proposed to:

1. Respectfully dismiss all members of the Board of Commissioners andmembers of the Board of Directors of the Company, with the highestappreciation for the contribution of energy and thought that has beengiven, and for his service during his service for the interests of theCompany, as well as providing full repayment and acquittal (acquit et decharge) for all management and supervision measures as long as they arereflected in the Company's financial statements and immediately appointmembers of the Board of Commissioners and new members of the Boardof Directors of the Company, without prejudice to the right of the GMS todismiss them at any time and by taking into account the provisions of theapplicable laws and regulations.

Proposal for Fourth Agenda

49


So as of the closing of this Meeting, the composition of the members ofthe Board of Commissioners and Directors of the Company is as follows:

1. Mr. Suwito as President Director;

2. Mr. Mark Michael Reinecke as Director;

3. Mr. Timothy John Hansing as Director;

4. Mr. Rivolinggo Pamudji as Director;

5. Mr. Hapsoro as President Commissioner;

6. Mr. Adang Ruchiatna Puradiredja as Independent Commissioner;

7. Mr. Suganto Gunawan as Independent Commissioner.

Proposal for Fourth Agenda (Cont’d)

50


2. To authorize the Board of Directors of the Company to declare thedecision regarding the composition of the Board of Commissionersand the new members of the Board of Directors of the Companymentioned above in a Notarial Deed, and to that end be authorized toappear before a Notary, sign the deed, documents or documents, anddo everything necessary to the achievement of the aforementionedintentions without being excluded at the same time notifies this changeto the competent authority.

Proposal for Fourth Agenda (Cont’d)

51


Board of Commissioners Profile

52


Board of Commissioners Profile (Cont’d)


Board of Directors Profile

54


Board of Directors Profile (Cont’d)


Fifth Agenda

56


Approval to write-off the shareholder receivables arising from thecancellation of dividends that have already been divided to theCompany's shareholders.

Fifth Agenda

57


The Company requests approval for the write-off of shareholder receivables arising from thecancellation of dividends that were already given to the Company's shareholders in 2012.The cancellation of the dividends was done because it was not in accordance with Law No.40 of 2007 concerning Limited Liability Companies, where companies are prohibited fromdistributing dividends in conditions of negative retained earnings.

The receivables consist of:

Yusnani Yanis NC : 74,884,000

BPJS Ketenagakerjaan : 40,182,288

Rika Kartika : 17,010,000

Diani Ariesta : 17,010,000

BPJS Kesehatan : 8,137,500

Ir. Harry Harmain Diah : 4,536,000

Others below Rp. 2,000,000 : 28,607,145

Total : 190,326,833

This figure has been fully improvised / reserved in the Company's books.

Explanation of the Fifth Agenda

58


Sixth Agenda

59


Approval of changes in the Article 3 of the Company’s Article ofAssociation regarding Purpose and Objectives and Business Activities inorder to adjust the Joint Announcement of the Ministry of Law and HumanRights of the Republic of Indonesia and the Coordinating Ministry ofEconomic Affairs of the Republic of Indonesia concerning adjusting thepurpose and objectives of the Company’s business activities (Article 3)Indonesia (KBLI) 2017, Article 15 paragraph 2 regarding tenure of theBoard of Directors and Article 18 paragraph 3 regarding tenure of theBoard of Commissioners.

Sixth Agenda

60


Amendment to Article 3 of the Company's Articles of Associationconcerning the Purpose and Objectives and Business Activities of theCompany:

With the implementation of the business licensing service through the OnlineSingle Submission (OSS) system as regulated in Government Regulation No.24 of 2018 concerning Electronic Business Licensing Services, and JointAnnouncement of the Ministry of Law and Human Rights of the Republic ofIndonesia and the Coordinating Ministry of Economic Affairs of the Republic ofIndonesia which regulates that to obtain permits, the aims and objectives andbusiness activities of limited companies listed in the Articles of Associationmust in accordance with the 2017 Indonesian Business Field StandardClassification (KBLI), therefore it is necessary to change the purpose andobjectives as well as the business stated in the Company's Articles ofAssociation to be adjusted to the 2017 Indonesian Business Field StandardClassification (KBLI) and / or statutory provisions from relevant agencies .

Amendment to Article 3 of the Articles of Association

61


Changes in the Purpose and Objectives and Business Activities of the Company to become:

a. Provision of Short-term Accommodation with Classifications:

• Five Star Hotels (KBLI: 55111)

• Four Star Hotels (KBLI: 55112)

• Three Star Hotels (KBLI: 55113)

• Two Star Hotels (KBLI: 55114)

• One Star Hotel (KBLI: 55115)

b. Holding Company Activity (KBLI: 64200)

c. Real Estate (KBLI: 68110)

d. Headquarters Activities (KBLI: 70100)

e. Management Consultation Activities (KBLI: 7020)

f. Tourism Consultation Activities (KBLI: 70201)

Amendment to Article 3 of the Articles of Association (Cont’d)

62


Changing the term of the Directors and Board of Commissioners from 3 years to 5 years,bearing in mind that the Independent Commissioner has a maximum tenure of only two termsso it is necessary to increase the term and to improve the performance of the Directors and theBoard of Commissioners.

Amendments to Article 15 & Article 18 Paragraph 3 of the Articles of Association

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pt red planet indonesia, tbk. · 2020. 7. 29. · partnership 21 payment method go-deals promo...

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