PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2011 AND 2010
Expressed in millions of Rupiah, unless otherwise stated
Appendix 59 1. GENERAL continued
g. Subsidiaries and Associates continued PT AXA Mandiri Financial Services
PT AXA Mandiri Financial Services AXA Mandiri is a joint venture company between PT Bank Mandiri Persero Tbk. Bank Mandiri and National Mutual International Pty Ltd NMI that is
engaged in Life Insurance. AXA Mandiri was formerly established under the name of PT Asuransi Jiwa Staco Raharja on 30 September 1991 by notarial deed No. 179 of Muhani Salim, S.H. The
deed of establishment was approved by the Minister of Justice of the Republic of Indonesia through its letter No. C2-6144.HT.01.01.TH.91 dated 28 October 1991. The Company obtained its life
insurance
license through
General Directorate
of Finance
Institution decision
letter No. KEP.605KM.131991 and officially commenced its operations on 4 December 1991. The
Company’s name was then changed to PT Asuransi Jiwa Mandiri and subsequently changed to PT AXA Mandiri Financial Services. This change was approved by the Ministry of Justice and Human
Rights in its decision letter No. C-28747.HT.01.04.TH.2003 dated 10 December 2003, and was published in State Gazette No. 64, Supplement No. 7728 dated 10 August 2004 with composition
shareholder 51.00 of NMI and 49.00 of Bank Mandiri.
The shareholders of Bank Mandiri, at the Annual General Meeting held on 17 May 2010 in article 7, had approved the acquisition of additional shares in AXA Mandiri through the purchase of 2.00
of the total shares issued and fully paid shares in AXA Mandiri directly from NMI.
On 20 August 2010, the Bank signed a Sale and Purchase Agreement Akta Jual Beli – AJB to acquire 2,027,844 two million twenty seven thousand eight hundred fourty four shares for an
amount of Rp48,427 or 2.00 of AXA Mandiri issued and fully paid in capital from NMI which was performed in front of Notary Dr. A. Partomuan Pohan, S.H., LLM. The addition of 2.00 shares in
AXA Mandiri was approved by Bank Indonesia through it’s letter No. 1271DPB1TPB1-1 dated 22 July 2010. After this acquisition, the Bank’s percentage of ownership in AXA Mandiri is 51.00.
Goodwill arising from acquisition of AXA Mandiri amounting Rp40,128 amortised using the straight- line method over 5 five years in line with the estimation of economic benefits of the goodwill.
Goodwill amortisation expense from 20 August 2010 to 31 December 2010 amounted to Rp2,934 and charged to the consolidated statements of income. The balance of unamortised goodwill as at
31 December 2010 amounted to Rp37,194. Effective 1 January 2011, the Bank ceased the amortisation of goodwill and will regularly asses and evaluate goodwill impairment in accordance
with SFAS No. 22 revised 2010 “Business Combination” refer to Note 2s.
PT Mandiri AXA General Insurance
PT Mandiri AXA General Insurance MAGI is a joint venture between Bank Mandiri with AXA Société Anonyme engaged in general insurance. MAGI formerly known as PT Maskapai Asuransi
Dharma Bangsa PT Insurance Society Dharma Bangsa Ltd which was established based on Notarial Deed of Sie Khwan Djioe No. 109 dated 28 July 1961 in Jakarta and approved by the
Minister of Justice through its letter No. J.A.5114 dated 20 January 1962. The name of the Company, PT Maskapai Asuransi Dharma Bangsa, was subsequently changed to PT Asuransi
Dharma Bangsa as notarised by Imas Fatimah, S.H. No. 54 dated 17 December 1997, and approved by the Minister of Justice through the Ministry of Justice Decree No. C2-
2421.HT.01.04.TH.98 dated 26 March 1998
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2011 AND 2010
Expressed in millions of Rupiah, unless otherwise stated
Appendix 510 1. GENERAL continued
g. Subsidiaries and Associates continued PT Mandiri AXA General Insurance continued
In Bank Mandiri’s General Shareholder Meeting dated 23 May 2011, Bank Mandiri’s shareholders approved the Bank’s plans to acquire 120,000 one hundred and twenty thousand new shares
issued by PT Asuransi Dharma Bangsa. The Bank’s investment in PT Asuransi Dharma Bangsa was approved by Bank Indonesia through its letter No. 1359DPB1TPB1-1 dated 28 July 2011.
On 11 October 2011, Bank Mandiri acquired 120,000 one hundred and twenty thousand new shares issued by PT Asuransi Dharma Bangsa with a total value of Rp 60,000 as notarised by
Notarial deed of Yualita Widyadhari, S.H. No. 23 dated 11 October 2011. After this acquisition, Bank Mandiri became the controlling shareholder of PT Asuransi Dharma Bangsa with 60.00 of
ownership. This was ractified in the General Shareholder Meeting of PT Asuransi Dharma Bangsa in accordance with notarial deed of Yualita Widyadhari, SH No. 22 dated 11 October 2011. The
notarial deed had been submitted and received by the Ministry of Justice and Human Rights Republic of Indonesia as documented in its letter No. AHU-AH.01.10-10-33252 dated 17 October
2011 regarding Acceptance Notification on the Amendment of PT Asuransi Dharma Bangsa’s Article of Association.
Subsequently, the name of the Company, PT Asuransi Dharma Bangsa, was changed to PT Mandiri AXA General Insurance in accordance with the notarial deed of Yualita Widyadhari, S.H. No. 90
dated 18 October 2011. The notarial deed had been submitted and received by the Ministry of Justice and Human Rights of the Republic of Indonesia as documented in its letter No. AHU-
51976.AH.01.02 dated 25 October 2011 regarding Acceptance Notification on the amendment of PT Mandiri AXA General Insurance’s Article of Association.
In conducting its business, MAGI already obtained a license from the Insurance Bureau of Bapepam-LK Ministry of Finance of the Republic of Indonesia Biro Perasuransian Bapepam-LK
Kementerian Keuangan through letter No. S-12583BL2011 dated 22 November 2011 concerning the Activation of General Insurance Business License and Change of the Company Name from PT
Asuransi Dharma Bangsa to PT Mandiri AXA General Insurance.
h. Structure and Management
Bank Mandiri’s head office is located on Jl. Jend. Gatot Subroto Kav. 36-38, South Jakarta, Indonesia. As at 31 December 2011 and 2010 , Bank Mandiri’s domestic and overseas offices are
as follows:
2011 2010
Domestic Regional Offices 12
12 Domestic Branches:
Area Community Branches
Branch Mandiri Mitra Usaha offices
Cash Outlets 66
- 937
300 234
66 115
799 200
190 1,537
1,370 Overseas Branches
5 4
Representative Office -
1
The community branches has been merged into the branch office. Unaudited.
