PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2014 AND 2013
Expressed in millions of Rupiah, unless otherwise stated
Appendix 58 1. GENERAL continued
g. Subsidiaries and Associates continued PT Bank Sinar Harapan Bali continued
The increase of Bank Mandiri’s share ownership in BSHB was conducted in order to meet Bank Indonesia’s requirements regarding Good Corporate Governance, as the BSHB’s President
Director must be an independent party of BSHB. Bank Mandiri has obtained an approval from Bank Indonesia through its letter No. 11103DPB1TPB1-1 dated 21 August 2009 for the
additional capital in BSHB.
Through this additional capital, the Bank’s ownership in BSHB increased from 80.00 to 81.46 of the total issued shares by BSHB with a total investment value increased to Rp81,461 from
Rp80,000.
On 28 May 2013, the Bank made an additional investment in BSHB, of 11.77 from the total shares issued and fully paid or amounted to Rp32,377,072,750 full amount, by purchasing
BSHB’s shares owned by several minority shareholders amounted to 23,546,962 shares full amount. Bank Mandiri has obtained an approval from Bank Indonesia through its letter
No.1533DPB1PB1-1 dated 6 May 2013 for the additional capital in BSHB.
Goodwill arising from the acquisition of BSHB amounted to Rp19,219 was amortised over 5 five years on a straight line basis as it represented the estimated economic life. As at 31 December
2014, the unamortised goodwill balance amounted to Rp21,043. The Bank will regularly asses and evaluate goodwill impairment in accordance with SFAS No. 22 “Business Combination” refer
to Note 2s.
On 22 December 2014, BSHB’s Extraordinary General Shareholders’s Meeting approved the issuance of 800,000,000 full amount new shares which were purchased by Bank Mandiri,
PT Taspen Persero and PT Pos Indonesia Persero. This transaction will change the shareholders ownership compotition which will be effective upon receiving approval from OJK
refer to Note 62.e
PT Mandiri Tunas Finance
PT Mandiri Tunas Finance “MTF”, formerly PT Tunas Financindo Sarana “TFS” is a company engaged in consumer financing activities. MTF was established based on notarial deed of
Misahardi Wilamarta, S.H., No. 262 dated 17 May 1989 and approved by the Ministry of Justice through its decision letter No. C2-4868.HT.01.01.TH.89 dated 1 June 1989 and published in
State Gazette No. 57, Supplement No. 1369 dated 18 July 1989. MTF commenced its commercial activities in 1989. MTF obtained a business license to operate in leasing, factoring
and consumer financing from Minister of Finance in its decision letter No. 1021KMK.131989 dated
7 September
1989, No. 54KMK.0131992
dated 15
January 1992
and No. 19KMK.0172001 dated 19 January 2001. Based on notarial deed Dr. A. Partomuan Pohan,
S.H., LLM, dated on 6 February 2009, the Bank entered into a sales and purchase agreement with MTF’s shareholders PT Tunas Ridean Tbk. and PT Tunas Mobilindo Parama to acquire
51.00 ownership of MTF through its purchase of 1,275,000,000 shares of MTF the nominal value of Rp100 full amount per share amounting to Rp290,000.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2014 AND 2013
Expressed in millions of Rupiah, unless otherwise stated
Appendix 59 1. GENERAL continued
g. Subsidiaries and Associates continued PT Mandiri Tunas Finance continued
The acquisition of 51.00 of MTF shares ownership by Bank Mandiri was approved in the Extraordinary General Shareholders’ Meeting of MTF as stated in the Minutes of Extraordinary
General Shareholders’ Meeting No. 8 dated 6 February 2009 and listed in Legal Administration Ministry of Law and Human Rights as affirmed by the Ministry of Law and Human Rights through
its letter No. AHU-AH.01.10-01575 dated 11 March 2009.
This acquisition has been approved by Bank Indonesia through the Decree of the Governor of Bank Indonesia No. 113DPB1TPB1-1 dated 8 January 2009.
The amendment of the TFS’s name to become MTF was undertaken on 26 June 2009, in accordance with a resolution on notarial deed of PT Tunas Financindo Sarana No. 181 dated
26 June 2009, notarised by notarial Dr.Irawan Soerodjo, S.H., Msi. The Articles of Association was approved by the Ministry of Law and Human Rights Republic of Indonesia in its decision
letter No. AHU-4056.AH.01.02.TH.09 dated 26 August 2009.
Goodwill arising from acquisition of MTF amounted to Rp156,807 was amortised over 5 five years on a straight line basis as its represented the estimate economic life. The unamortised
goodwill balance as at 31 December 2010 amounted to Rp96,697. The Bank will regularly asses and evaluate goodwill impairment in accordance with SFAS No. 22 “Business Combination” refer
to Note 2s.
Mandiri International Remittance Sendirian Berhad
Mandiri International Remittance Sendirian Berhad “MIR” is a wholly owned Subsidiary of Bank Mandiri and became a Malaysian legal entity on 17 March 2009 based on registration
No. 850077-P. MIR is engaged in money remittance service under the provisions of the Bank Negara Malaysia “BNM”. MIR has obtained an approval from Bank Indonesia “BI” through
letter No. 10548DPB1 dated 14 November 2008 and approval from BNM to conduct operational activities through its letter No. KL.EC.15018562 dated 18 November 2009. MIR officially
commenced its operations on 29 November 2009 and is currently located in Kuala Lumpur, Malaysia. The services provided by MIR is currently limited to remittance service to Bank
Mandiri’s customer accounts.
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.
