These consolidated financial statements are originally issued in Bahasa.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2015 and for the year then ended Expressed in millions of Rupiah, unless otherwise stated
26
1. GENERAL INFORMATION continued
g. Subsidiaries and Associates continued PT Asuransi Jiwa InHealth Indonesia continued
On February 27, 2014, the Bank has obtained the approval of the General Meeting of Shareholders related to the acquisition InHealth. Furthermore, the bank also has received the
approval of the proposed acquisition of FSA according Letter No. S-37PB312014 dated April 17, 2014 regarding the Application for Approval of Equity PT Bank Mandiri Persero Tbk. in
PT Asuransi Jiwa InHealth Indonesia.
On May 2, 2014, the Bank with PT Kimia Farma Persero Tbk. and PT Asuransi Jasa Indonesia Persero as the Buyer with Badan Penyelenggara Jaminan Sosial Kesehatan BPJS Kesehatan;
formerly PT Askes Persero and Koperasi Bhakti Askes as the Seller has signed a Sale and Purchase agreement of InHealth’s share as recorded in Notarial deed of sale and purchase
agreement No. 01 dated May 2, 2014 by Notary Mala Mukti S.H., LL.M.
With the signing of the Sale and Purchase Agreements, the Bank has effectively become the majority shareholder in InHealth with ownership of 60 Rp990,000, PT Kimia Farma Persero
Tbk. and PT Asuransi Jasa Indonesia Persero respectively by 10 Rp165,000 and BPJS by 20 Rp330,000. Changes in share ownership has been approved by the General Meeting of
Shareholders InHealth by Notary Mala Mukti SH, LL.M. No. 19 dated May 5, 2014 and has been submitted to the Ministry of Law and Human Rights of the Republic of Indonesia and has been
received through letter No. AHU-06507.40.22.2014 dated May 5, 2014 regarding the Companys Receipt of Notification of change of PT Asuransi Jiwa InHealth Indonesia.
Articles of Association of InHealth has been changed in accordance with the Shareholders Agreement which was signed on December 23, 2013 and has been recorded in the Notarial Deed
of Mala Mukti, S.H., LL.M No. 20 dated May 5, 2014.This change has been submitted to the Ministry of Justice and Human Rights of the Republic of Indonesia and accepted through its letter
No. AHU-01805.40.21.2014 dated May 6, 2014.
The signing of sale and purchase deed was the first phase of InHealth’s acquisition in accordance with Conditional Share Purchase Agreement which was signed on December 23, 2013. The
finalisation of second phase is currently awaiting for FSA approval.
On March 30, 2015, the Bank carry out additional investment in InHealth shares by buying 200,000 shares owned by Employment Social Security Agency BPJS through the signing of the
Deed of Sale and Purchase Agreement No. 108, dated March 30, 2015, made before Mala Mukti, S.H., LL.M., Notary in Jakarta, which is 20.00 of the total shares issued by InHealth. Total
purchase price amounted to Rp330,000. The addition of these investments has been approved by the OJK as mentioned in his letter No. S-19PB.312015 dated February 20, 2015. The difference
in the number recorded non-controlling interest in the fair value of consideration paid for the additional shares amounting to 20.00 InHealth Rp92,751 amount recorded as Difference in
transactions with non-controlling interest.
Since the signing date of the Sale and Purchase Deed, the Bank has effectively become the majority shareholder of InHealth with ownership of 80, which PT Kimia Farma Persero Tbk and
PT Asuransi Jasa Indonesia Persero each own 10. It has been approved by the General Meeting of Shareholders in accordance with Notarial Deed of Mala Mukti S.H., LL.M. No.109
dated March 30, 2015 and submitted to the Ministry of Justice and Human Rights of the Republic of Indonesia and accepted by its letter No. AHU-AH.01.03-0020238 dated March 30, 2015
regarding Acceptance Notification of the Data Change of PT Asuransi Jiwa Indonesia InHealth.
These consolidated financial statements are originally issued in Bahasa.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2015 and for the year then ended Expressed in millions of Rupiah, unless otherwise stated
27
1. GENERAL INFORMATION continued
g. Subsidiaries and Associates continued PT Asuransi Jiwa InHealth Indonesia continued
Bank Mandiri acquired 80 shares in Inhealth with total value of Rp1,320,000. Goodwill arising from the acquisition of InHealth amounted to Rp268,181 as of December 31, 2015. The Bank
periodically evaluates the impairment of goodwill the accordance with SFAS 48, Impairment of Assets Note 2s.
PT Mandiri Utama Finance
On April 16, 2014, Bank Mandiri and PT Asco Investindo ASCO and PT Tunas Ridean
Persero Tbk. TURI, has signed an agreement signing of a preliminary agreement to set up a finance company to be able to accelerate Bank Mandiri finance portfolio, especially in the segment
of vehicle financing.
On October 22, 2014, Bank Mandiri with ASCO and TURI has signed a shareholders agreement which had been agreed on the establishment of a finance company with an authorized capital is
Rp100,000 with an ownership composition of the Bank 51; ASCO 37; and TURI 12. Subsequently, on December 23, 2014, the Bank obtained a license principle equity participation in
the companys new financing from Bank Supervision FSA.
On January 21, 2015, the deed of incorporation of a new subsidiary of Bank Mandiri named PT Mandiri Utama Finance MUF has been signed as outlined in the notarial deed Ashoya
Ratam, SH, M.Kn. No. 19 dated January 21, 2015 and was approved by the Ministry of Justice and Human Rights of the Republic of Indonesia in Decree No. AHU-0003452.AH.01.01.TAHUN
2015 dated January 26, 2015. Concurrent with the signing of the deed of incorporation of the Bank also submit capital amounted to Rp51,000 as stipulated in the Bank’s shareholding in MUF. Based
on notarial deed No. 66 of Ashoya Ratam dated May 29, 2015 on the Circular Letter of Shareholders’ Meeting regarding the approval of change in composition of the Board of
Commissioners, where such changes have been registered with the Ministry of Justice and Human Rights of the Republic of Indonesia based on Letter No. AHU-AH.01.03-0936033 dated May 29,
2015.
After the signing of the deed, MUF submit application of financing company business license to OJK - Non-Bank Financial Institutions OJK IKNB. Upon request, the OJK IKNB has issued a
decree of IKNB Board of Commissioners of the OJK No. KEP-81D.052015 regarding the Granting Permit of Financing Company to PT Mandiri Utama Finance on June 25, 2015 through
letter No. SR-3516 NB.1112015 dated June 26, 2015, regarding the Granting Permit of Financing Company PT Mandiri Utama Finance.
On August 24, 2015, MUF has carried out the initial operational activities through cooperation with primary dealers and the disbursement of credit to limited customers to meet the requirements of
the OJK IKNB.
PT Mandiri Capital Indonesia
As of June 23, 2015, Bank Mandiri and PT Mandiri Sekuritas has established new subsidiary engaged in venture capital under the name of PT Mandiri Capital Indonesia MCI.
Establishment of the company was marked by the signing of the deed of Bank Mandiri and PT Mandiri Sekuritas in which the Bank invested capital amounting Rp9,900,000,000 full amount
representing 99 ownership stake in MCI and PT Mandiri Sekuritas to injected capital amounting to 100,000,000 full amount which represents a 1 stake in MCI, so that the capital structure of
MCI amounted Rp10,000,000,000 full amount.
