PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Year Ended December 31, 2006 With Comparative Figures For 2005
Expressed in millions of Rupiah, unless otherwise stated
99
32. MANAGEMENT STOCK OPTION PLAN
Based on the Extraordinary General Shareholders’ Meeting held on May 29, 2003, which was notarized on the same date by Sutjipto, S.H., as per notarial deed No. 142, the shareholders approved the adoption of
the Management Stock Option Plan MSOP. The purpose of the MSOP program is to achieve long-term objective, of ensuring the continuity of the
current or future performance of the Bank by aligning management and shareholders’ objectives. The Bank implemented a MSOP program to attract, retain and motivate senior management and other key
employees. The bank plans to issue MSOP shares, additional common shares Series B issued without the priority right to order share, up to maximum 5 from the total of Issued and fully paid-up capital or equal to
1 billion of common shares Series B with par value of Rp500 full amount per share. The share option life is five years from the grant date. The number of stock options that can be exercised
for MSOP - Stage 1 at the end of the first year from the grant date is a maximum of 50 of the total options granted, and the remaining 50 may be exercised at the end of the second year up through the
end of the fifth year. On July 14, 2003, after approval by Extraordinary General Shareholders’ Meeting held on May 29, 2003,
the Bank granted MSOP - Stage 1 amounting to 378,583,785 share options with an exercise price of Rp742.5 full amount per share or 110 of the offering price with a vesting period of two years.
The fair value of MSOP – Stage 1 stock options granted as of July 14, 2003 was Rp69.71 full amount based on a valuation report issued by PT Watson Wyatt Indonesia dated March 4, 2004.
The General Shareholders’ Meeting held on May 16, 2005 approved the MSOP – Stage 2 amounting to 312,000,000 share options. Exercise price and nominal value for each share is Rp1,190.5 full amount for
the first two execution period and Rp500 full amount, respectively. MSOP – Stage 2 share option life is five years from the grant date, which was on June 21, 2005. The
number of stock options that can be exercised since December 4, 2006 is 100 of the total options granted.
The fair value of MSOP – Stage 2 stock options granted as of May 16, 2005 was Rp642.28 full amount based on a valuation report issued by PT Watson Wyatt Indonesia dated February 27, 2006.
MSOP – Stage 2 options exercised since December 4, 2006 totaled 304,199,764 shares. The remaining options amounting to 7,800,236 shares can be exercised effective May 7, 2007 with exercise price Rp2,493
calculated from the average share closing price during 25 days before reporting date to Jakarta Stock Exchange.
The General Shareholders’ Meeting held on May 22, 2006 approved the MSOP – Stage 3 amounting to 309,416,215 share options or 1.55 from the issued and fully paid-up capital at the date of IPO to
purchase the new common shares Series B to be issued. Exercise price for each share is Rp1,495.08 full amount during the options period.
The decision of the stock options allocation and the policy of MSOP – Stage 3 was established by the Commissioners on July 28, 2006. MSOP – Stage 3 share option life is 5 five years from the grant date
with exercise period of 30 thirty days for each excecution. The fair value of MSOP – Stage 3 stock options granted as of May 22, 2006 was Rp593.89 full amount
based on a valuation report issued by PT Watson Wyatt Indonesia dated February 22, 2007.
PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Year Ended December 31, 2006 With Comparative Figures For 2005
Expressed in millions of Rupiah, unless otherwise stated
100
32. MANAGEMENT STOCK OPTION PLAN continued
