PT Red Planet Indonesia, TBK.
Annual General Meeting of Shareholders Four Points Hotel Jakarta | 25 August 2020 Composition of Board of Commissioners And Directors
Asia’s Favourite Budget Hotels 2 Board of Commissioners
▪ Mr. Hapsoro – President Commissioner
▪ Mr. Suganto Gunawan – Independent Commissioner
▪ Mr. Mayjen TNI (Purn.) Adang Ruchiatna Puradiredja – Independent Commissioner
Asia’s Favourite Budget Hotels 3 Board of Directors
▪ 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
Asia’s Favourite Budget Hotels 4 Corporate Brief Condition
▪ 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.
Asia’s Favourite Budget Hotels 5 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
Asia’s Favourite Budget Hotels Our Planet
NUMBER OF HOTELS: 39 31 in operation 8 under development NUMBER OF ROOMS: 6,739 4,991 in operation 1,748 under development
Asia’s Favourite Budget Hotels 7 AGMS Agenda
Asia’s Favourite Budget Hotels 8 AGMS Agenda
1. Approval ratification and approval of the report of the Board of Directors concerning the course of the business and the Company’s Financial Statement for the fiscal year that ended on 31 December 2019 and approval for the Financial Statements includes balance sheet and profit/loss statement for the financial year ended on 31 December 2019 that audited by Independent Public Accountant and approval of the Company’s Annual Report, Supervision Report of the Board of Commissioners for the year ended on 31 December 2019; 2. Appointment of Independent Public Accountant that will audit the Company’s Financial Statement for the fiscal year ended on 31 December 2020; 3. Determination of the remuneration package for the members of the Company's Board of Commissioners 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 of dividends 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 regarding Purpose and Objectives and Business Activities in order to adjust the Joint Announcement of the Ministry of Law and Human Rights of the Republic of Indonesia and the Coordinating Ministry of Economic Affairs of the Republic of Indonesia concerning 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 of Directors and Article 18 paragraph 3 regarding tenure of the Board of Commissioners.
Asia’s Favourite Budget Hotels 9 First Agenda
Asia’s Favourite Budget Hotels 10 First Agenda
Approval ratification and approval of the report of the Board of Directors concerning the course of the business and the Company’s Financial Statement for the fiscal year that ended on 31 December 2019 and approval for the Financial Statements includes balance sheet and profit/loss statement for the financial year ended on 31 December 2019 that audited by Independent Public Accountant and approval of the Company’s Annual Report, Supervision Report of the Board of Commissioners for the year ended on 31 December 2019.
Asia’s Favourite Budget Hotels 11 Company Performance
Red Planet Indonesia owns and operates 8 hotels in Indonesia, of which 7 are Red Planet budget hotels and 1 is a full-service hotel (Pusako Hotel located 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%
Asia’s Favourite Budget Hotels 12 Consolidated P&L 2018 vs. 2019 (Audited)
Revenue Gross Margin Depreciation
22,447 75,625 41,323 68,170 36,162 13,142
2018 2019 2018 2019 2018 2019
Loss before tax Interest Expense EBITDA 2018 2019
(11,692)
2,723 (20,927) 4,174
2,707 1,186
2018 2019 *Catatan2018: Jumlah dalam Jutaan 2019Rupiah
Asia’s Favourite Budget Hotels 13 2018, 2019, Q2 2019 and Q2 2020 Company Balance Sheet
Total Assets Total Equity
470,089 464,540 467,805 451,034 412,715 398,344 404,404 387,112
2018 2019 Q2 2019 Q2 2020 2018 2019 Q2 2019 Q2 2020
Total Liabilities Liabilities to Equity
66,196 63,401 63,922 57,374 17% 16% 17% 14%
2018 2019 Q2 2019 Q2 2020 2018 2019 Q2 2019 Q2 2020
Asia’s Favourite Budget Hotels 14 Determination of the Use of Net Profit for Fiscal Year 2019
Overall as reported in the Audit Financial Report, the Company still recorded a net loss during 2019 so that the Company has not been able to distribute dividends.
Asia’s Favourite Budget Hotels 15 Corporate Strategy
Focus on guest Intensify social Move business to experiences media marketing direct channels
Asia’s Favourite Budget Hotels 16 Red Planet Indonesia Brand Standards
Asia’s Favourite Budget Hotels 17 Web & App Bookings in Indonesia: +39.7% in 2019 vs 2018
Room Nights 3,000
2,489 2,500 2,288 2,276 2,275 2,096 2,024 2,000 1,908 1,810 1,809 1,756 1,708 1,726 1,734 1,732 1,584 1,620 1,524 1,562 1,438 1,500 1,371 1,382 1,254 1,280
1,000
500
- Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
2018 2019
Asia’s Favourite Budget Hotels 18 Promo Code Result
180 Rp40,000,000 160 Rp35,000,000 140 Rp30,000,000 120 Rp25,000,000 100 Rp20,000,000 80 Rp15,000,000 60 40 Rp10,000,000 20 Rp5,000,000 0 Rp- 5-17 APRIL 2019 28 APRIL- 5 8-31 MAY 2019 31 MAY - 16 23 JULY - 28 11 AUGUST - 23 15 SEPT-289 10-29 OCTOBER 15-28 01-24 MAY 2019 JUNE 2019 JULY 2019 AUGUST 2019 SEPT 2019 2019 NOVEMBER DECEMBER 2019 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
TOTAL ADS COST ROI ROOM NIGHT BOOKING IDR USD
1,062 940 Rp234,215,159 $16,375 $550 $30
Asia’s Favourite Budget Hotels 19 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 Hotels 20 Partnership
PAYMENT METHOD GO-DEALS PROMO
LAUNCH LAUNCH LAUNCH LAUNCH TH 8 January 2019 21st February 2019 8th February 2019 14th September 2019
PROMO PROMO PROMO PROMO 20% discount Buy IDR 5,000 for 10% Redeem 2000 Point Redeem 20 Point Max IDR 7.500 discount Get 10% discount Get 10% discount ( ID-TH-PH – JP) RESULT / 31 Dec 2019 RESULT / 31st Aug 2019 RESULT / 31ST Oct 2019 245 Booking 126 Code Redeem 289 Code Redeem RESULT / 31ST Dec 2019 IDR 51,059, 000 29 Booking 36 Booking 866 Code Redeem IDR 6,936,700 IDR 8,261,000 23 Booking IDR 5,890,000
Valid until 31 December 2019 END TERM 31 AUGUST 2019 END TERM 31 OCT 2019 END TERM 31 Dec 2019
TOTAL BOOKING IDR USD ADS COST ROI 333 Rp 72,146,700 $ 5,157 $ 350 15
Asia’s Favourite Budget Hotels 21 Outdoor Exposure Bank Mandiri LED Billboard at SCBD-JKT
Asia’s Favorite Budget Hotels 22 Outdoor Exposure Bank Mandiri LED Billboard at Tanah Abang-JKT
Asia’s Favorite Budget Hotels 23 Outdoor Exposure Bank Mandiri LED Billboard at Surapati-Bandung
Asia’s Favorite Budget Hotels 24 Campaign “RETHINK PLASTIC” Partnership with EVOWARE
Asia’s Favourite Budget Hotels Activities: Car Free Day Jakarta
Asia’s Favorite Budget Hotels 26 Activities: Car Free Day Jakarta
Asia’s Favorite Budget Hotels 27 SOCIAL MEDIA #AKUDANTUMBLERKU
• 159 mention at @redplanetindonesia Instagram account • 18 Instagram Story during the event • 3x live Instagram session at @redplanetindonesia Instagram account
Asia’s Favorite Budget Hotels Activities: Green Week, Earth Day, World Cleaning Day at all Red Planet Hotel
Asia’s Favourite Budget Hotels Activities: Green Week, Earth Day, World Cleaning Day at all Red Planet Hotel
Asia’s Favourite Budget Hotels Activities: Green Week, Earth Day, World Cleaning Day at all Red Planet Hotel
Asia’s Favourite Budget Hotels 31 Activities: Green Week, Earth Day, World Cleaning Day at all Red Planet Hotel
Asia’s Favourite Budget Hotels 32 Activities: Beach Clean Up at Tanjung Bayang Makassar
Asia’s Favourite Budget Hotels 33 Activities: Beach Clean Up at Tanjung Bayang Makassar
Asia’s Favourite Budget Hotels 34 Albatross Customer Experience Survey
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
100 99 98 97 97 98 96 95 96 95 96 93 94 89 90 86 87 83 80 79 80 73
Average Score Overall Hotel Entrance Lobby/Lobby Technology Front Desk Staff & Service Check-in Room Room Check-out Experience Lift/Lobby Platform Quality Procedure Cleanliness Functionality Procedure Restroom
2018 2019
Asia’s Favourite Budget Hotels 35 Audit Committee Activity Report in 2019
Asia’s Favourite Budget Hotels 36 Audit Committee Activity in 2019
▪ 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.
Asia’s Favourite Budget Hotels 37 Audit Committee Duties & Responsibilities
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.
Asia’s Favourite Budget Hotels 38 Second Agenda
Asia’s Favourite Budget Hotels 39 Second Agenda
Appointment of Independent Public Accountant that will audit the Company’s Financial Statement for the fiscal year ended on 31 December 2020.
Asia’s Favourite Budget Hotels 40 Background of Public Accounting Firm Appointment
The Public Accounting Firm appointment to audit the Company’s books for the year ending 31 December 2020 is based on POJK No. 10/POJK.04/2017, assessment on technical skills and recommendation from the Board of Commissioners. The minimum requirements for Public Accounting Firm to audit the Company’s financial statements, amongst others: 1. Registration at OJK 2. Ability to conduct the audit based on applicable accounting standards and related regulations, 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 of Commissioners, and Board of Directors
Asia’s Favourite Budget Hotels 41 Board of Commissioners’ Recommendation for Public Account Firm
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.
Asia’s Favourite Budget Hotels 42 Third Agenda
Asia’s Favourite Budget Hotels 43 Third Agenda
Determination of the remuneration package for the members of the Company's Board of Commissioners and Directors for the Fiscal Year 2020.
Asia’s Favourite Budget Hotels 44 Third Agenda
In accordance with Article 96 paragraph 1 of Law No. 40 of 2007 concerning Limited Liability Companies, the amount of salary and allowances for members of the Board of Directors is determined based on a GMS decision, but based on Article 96 paragraph 2 of Law No. 40 of 2007 concerning Limited Liability Companies, such authority can be delegated to the Board of Commissioners. While the provisions regarding the amount of salary or honorarium and benefits for members of the Board of Commissioners, in accordance with Article 113 of Law no. 40 of 2007 concerning Limited Liability Companies, established by the GMS.
Asia’s Favourite Budget Hotels 45 Proposal for the Third Agenda
For year 2020, we propose to grant the authority to determine the fees for the Board of Commissioners and Board of Directors to the Board of Commissioners.
Asia’s Favourite Budget Hotels 46 Fourth Agenda
Asia’s Favourite Budget Hotels 47 Fourth Agenda
Changes in the composition of the Directors and Commissioners.
To fulfill the provisions of Article 25 of the Financial Services Authority Regulation No. 33/POJK.04/2014 concerning Directors and Board of Commissioners of Public Companies, Mr. Suganto Gunawan and Mr. Adang Ruchiatna Puradiredja, respectively as Independent Commissioners will read out his independence statement.
Asia’s Favourite Budget Hotels 48 Proposal for Fourth Agenda
In connection with the expiration of the term of the Board of Directors and the Board of Commissioners after this Meeting, it is hereby proposed to: 1. Respectfully dismiss all members of the Board of Commissioners and members of the Board of Directors of the Company, with the highest appreciation for the contribution of energy and thought that has been given, and for his service during his service for the interests of the Company, as well as providing full repayment and acquittal (acquit et de charge) for all management and supervision measures as long as they are reflected in the Company's financial statements and immediately appoint members of the Board of Commissioners and new members of the Board of Directors of the Company, without prejudice to the right of the GMS to dismiss them at any time and by taking into account the provisions of the applicable laws and regulations.
Asia’s Favourite Budget Hotels 49 Proposal for Fourth Agenda (Cont’d)
So as of the closing of this Meeting, the composition of the members of the 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.
Asia’s Favourite Budget Hotels 50 Proposal for Fourth Agenda (Cont’d)
2. To authorize the Board of Directors of the Company to declare the decision regarding the composition of the Board of Commissioners and the new members of the Board of Directors of the Company mentioned above in a Notarial Deed, and to that end be authorized to appear before a Notary, sign the deed, documents or documents, and do everything necessary to the achievement of the aforementioned intentions without being excluded at the same time notifies this change to the competent authority.
Asia’s Favourite Budget Hotels 51 Board of Commissioners Profile
Asia’s Favourite Budget Hotels 52 Board of Commissioners Profile (Cont’d)
Asia’s Favourite Budget Hotels 53 Board of Directors Profile
Asia’s Favourite Budget Hotels 54 Board of Directors Profile (Cont’d)
Asia’s Favourite Budget Hotels 55 Fifth Agenda
Asia’s Favourite Budget Hotels 56 Fifth Agenda
Approval to write-off the shareholder receivables arising from the cancellation of dividends that have already been divided to the Company's shareholders.
Asia’s Favourite Budget Hotels 57 Explanation of the Fifth Agenda
The Company requests approval for the write-off of shareholder receivables arising from the cancellation 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 from distributing 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.
Asia’s Favourite Budget Hotels 58 Sixth Agenda
Asia’s Favourite Budget Hotels 59 Sixth Agenda
Approval of changes in the Article 3 of the Company’s Article of Association regarding Purpose and Objectives and Business Activities in order to adjust the Joint Announcement of the Ministry of Law and Human Rights of the Republic of Indonesia and the Coordinating Ministry of Economic Affairs of the Republic of Indonesia concerning 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 of Directors and Article 18 paragraph 3 regarding tenure of the Board of Commissioners.
Asia’s Favourite Budget Hotels 60 Amendment to Article 3 of the Articles of Association
Amendment to Article 3 of the Company's Articles of Association concerning the Purpose and Objectives and Business Activities of the Company: With the implementation of the business licensing service through the Online Single Submission (OSS) system as regulated in Government Regulation No. 24 of 2018 concerning Electronic Business Licensing Services, and Joint Announcement of the Ministry of Law and Human Rights of the Republic of Indonesia and the Coordinating Ministry of Economic Affairs of the Republic of Indonesia which regulates that to obtain permits, the aims and objectives and business activities of limited companies listed in the Articles of Association must in accordance with the 2017 Indonesian Business Field Standard Classification (KBLI), therefore it is necessary to change the purpose and objectives as well as the business stated in the Company's Articles of Association to be adjusted to the 2017 Indonesian Business Field Standard Classification (KBLI) and / or statutory provisions from relevant agencies .
Asia’s Favourite Budget Hotels 61 Amendment to Article 3 of the Articles of Association (Cont’d)
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)
Asia’s Favourite Budget Hotels 62 Amendments to Article 15 & Article 18 Paragraph 3 of the Articles of Association
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 terms so it is necessary to increase the term and to improve the performance of the Directors and the Board of Commissioners.
Asia’s Favourite Budget Hotels 63 Asia’s Favourite Budget Hotels 64