PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2004 and 2003, and April 30, 2003 Expressed in millions of Rupiah, unless otherwise stated
122
32. SHAREHOLDERS’ EQUITY continued
a. Authorized, Issued and Fully Paid-up Capital continued In relation to the change in capital structure, the Extraordinary Shareholder’s Meeting also
approved the amount of Rp168,801,314,557,901 full amount as Agio. The above changes in capital structure became effective from May 23, 2003, with the requirement
that the Bank should conduct a quasi-reorganization on or before the end of 2003 based on an approval of the Shareholder.
The Dwiwarna A Series share represents a share owned by the Republic of Indonesia, which is not transferable. It provides the Republic of Indonesia with the following privileges:
1. General Shareholders Meetings concerning increases in capital should be attended by and approved by the Dwiwarna A Series shareholder;
2. General Shareholders Meetings concerning changes in the composition of the Boards of Directors and Commissioners should be attended and approved by the Dwiwarna A Series
shareholder; 3. General Shareholders Meetings concerning changes in the Articles of Association should be
attended and approved by the Dwiwarna A Series shareholder; 4. General Shareholders Meetings concerning mergers, acquisitions and takeovers should be
attended and approved by the Dwiwarna A Series shareholder; 5. General Shareholders Meetings concerning dissolution and liquidation should be attended and
approved by the Dwiwarna A Series shareholder. The changes in the capital structure are based on the Minutes of the Meeting regarding the
amendment of the Articles of Association Pernyataan Keputusan Rapat Perubahan Anggaran Dasar of PT Bank Mandiri Persero as notarized by Sutjipto, S.H. No. 2 dated June 1, 2003. The
amendment was approved by the Minister of Justice and Human Rights through decree No. C-12783 HT.01.04.TH.2003 dated June 6, 2003 and announced in Appendix No. 517 of State
Gazette of the Republic of Indonesia No. 63 dated August 8, 2003 Note 1d.
The increase in paid-up capital of Bank Mandiri from Rp4,251,000 to Rp10,000,000 was made through the following:
1. Return of paid-up capital of Rp251,000 to the Government as a part of the return of excess recapitalization of Rp1,412,000 which was retained by Bank Mandiri, and an increase in
capital amounting to Rp1,000,000 from the capitalization of reserves, based on Government Regulation PP No. 262003 dated May 29, 2003, regarding the “Conversion of the
Investment of the Republic of Indonesia into the Paid-in Capital of PT Bank Mandiri Persero”, and Decree of the Minister of State-Owned Enterprises, as the Bank’s shareholder,
No. KEP-154M-MBU2002 dated October 29, 2002.
2. Increase in fully paid-up capital of Rp5,000,000 from the capitalization of additional paid-up capital based on the Decree of the Minister of Finance of the Republic of Indonesia “KMK
RI” No. 227202.022003 dated May 23, 2003 regarding “The final amount and implementation of the Government’s rights arising from the additional share participation of
the Government of the Republic of Indonesia in Bank Mandiri in connection with the general banking recapitalization program”.
PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2004 and 2003, and April 30, 2003 Expressed in millions of Rupiah, unless otherwise stated
123
32. SHAREHOLDERS’ EQUITY continued
