RECONSIDERATION BY THE SUPREME COURT OF THE REPUBLIC OF INDONESIA
NUMBER 238 PK/Pdt/2014
We herewith convey the Important Pronouncement of Mrs. Siti Hardiyanti Rukmana cs. (Mbak Tutut cs.) as the winners against PT Berkah Karya Bersama in the Case Reconsideration by the Supreme Court of the Republic of Indonesia Number 238 PK/Pdt/2014, which is known as the dispute on the ownership of shares of Televisi Pendidikan Indonesia (PT Cipta Televisi Pendidikan Indonesia-PT CTPI) as follows:
- The case originates from Mbak Tutut cs’s lawsuit as valid shareholders against PT Berkah, filed with the District Court of Central Jakarta. The lawsuit was filed due to: (i) PT Berkah convened in an extraordinary general meeting of shareholders (EGMS) of PT CTPI on 18 March 2005, by illegally representing Mbak Tutut cs.; (ii) the restriction of access to Legal Entity Administration System (SISMINBAKUM) of Ministry of Law & Human Rights by PT Sarana Rekatama Dinamika at PT Berkah’a request therefore preventing the registration of EGMS Decision’s of PT CTPI held by Mbak Tutut cs as PT CTPI shareholders on 17 March 2005 to Ministry of Law and Human Rights; and (iii) provision of access to Legal Entity Administration System (SISMINBAKUM) by PT Sarana Rekatama Dinamika that have caused EGMS Decision’s of PT CTPI that was illegally held by PT Berkah on 18 March 2005 to be registered in Ministry of Law and Human Rights.
- PT Berkah filed a rebuttal to the lawsuit because according to them, based on Investment Agreement dated 23 August 2002 provides that the Indonesian National Board of Arbitration (BANI) has absolute competence to adjudicate the case. The absolute competence issue of BANI in this dispute has been tried in Central Jakarta District Court, Jakarta Special Region High Court, up to its annulment and reconsideration levels in Supreme Court.
- However, such PT Berkah rebuttal is firmly declined by the District Court of Central Jakarta by means of its interlocutory and final judgments. The judgment is supported by the Supreme Court Annulment Decision No. 862 K/Pdt/2013 dated 2 October 2013, and lastly by the Supreme Court Reconsideration Decision No. 238 PK/Pdt/2014 dated 29 October 2014.
- The court found that PT Berkah is entitled to have the shares of PT. CTPI because the Extraordinary GMS held by PT Berkah on 18 March 2005 was using Power of Attorney of 3 June 2003 that was no longer effective. The court was also found that PT Berkah is entitled to be registered as the shareholder in the Ministry of Law and Human Rights due to restriction of access to Legal Entity Administrative System (SISMINBAKUM) by PT Sarana Rekatama Dinamika at PT Berkah’s request. Whereas the Supreme Court has granted Mbak Tutut’s lawsuit in its entirety with the following main decision:
- State that the acts of the PT Berkah and PT Sarana PT Sarana Rekatama are unlawful.
- Declare that the Resolutions adopted in the General Meeting of Shareholders of PT CTPI dated 17 March 2005 (Extraordinary GMS of Mbak Tutut’s cs. version) are valid and lawful;
- Cancel and declare invalid and unenforceable the followings including all agreements made thereunder and legal consequences arising therefrom (including the transfer of Mbak Tutut’s shares in PT CTPI to PT Berkah and then to MNC Group):
- Resolutions of the Extraordinary General Meeting of Shareholders dated 18 March 2005 and the deed Number 16 dated 18 March 2005 (EGMS of PT Berkah’s version);
- Resolutions of the Extraordinary General Meeting of Shareholders dated 19 October 2005 as stated in the deed Number 128 dated 19 October 2005 made before the Sutjipto, S.H., a Notary in Jakarta;
- Resolutions of the Extraordinary General Meeting of Shareholders dated 23 December 2005;
- Order PT Berkah to restore PT Cipta Televisi Pendidikan Indonesia to its original condition as before:
- Extraordinary General Meeting of Shareholders dated 18 March 2005 (PT Berkah’s version)
- Resolutions of the Extraordinary General Meeting of Shareholders dated 19 October 2005 as stated in the deed Number 128 dated 19 October 2005 made before the Sutjipto, S.H., a Notary in Jakarta (PT Berkah’s version);
- Extraordinary General Meeting of Shareholders dated 23 December 2005 (PT Berkah’s version)
- Order the Ministry of Law and Human Rights to accept the report and register the resolutions of the General Meeting of Shareholders of PT CTPI dated 17 March 2005 (Mbak Tutut cs’s version)
- Whereas based on such Supreme Court’s Decision, it is apparent that Mbak Tutut cs. is the valid majority shareholder of PT CTPI.
Whereas in view of the above facts, we urge:
- The public in general not to be in contact with any party (including MNC) but Mbak Tutut and the appointed Commissioners such as appointed Directors of PT CTPI namely:
- A. Ridha Sabana (President Director),
- Habiburokhman (Director),
- Agus Priyono (Director),
- Melky Laka Lena (Corporate Secretary),
- FX Arief Poyuono (Deputy Task Force to Commissioner),
and the appointed management for any purpose whatsoever including business cooperation, advertisement related to PT CTPI.
- Whereas with due observance of the law, we will collect all payments including the payment of advertisement and all obligations of other parties to PT CTPI arising before and mainly after this pronouncement.
In witness whereof this Important Pronouncement is made for public attention.
Jakarta 26 December 2014
PT Cipta Televisi Pendidikan Indonesia
A. Ridha Sabana
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