PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2013 AND 2012
Expressed in millions of Rupiah, unless otherwise stated
Appendix 57 1. GENERAL continued
g. Subsidiaries and Associates continued PT Usaha Gedung Mandiri continued
Bank Mandiri sold all of its shares in Subsidiary to entities under common control with selling price amounted to Rp132,000. The transfer of ownership was became effective after the Bank received all
payment from the sales on 19 December 2013. The Bank recorded the difference between selling price and investment carrying value amounted to Rp5,429 and Rp46,468 as additional paid in
capitalagio in the consolidated financial statements and in Parent Entity only, respectively note40b.
PT Bumi Daya Plaza
PT Bumi Daya Plaza “BDP” is engaged in property management and office rental activities. BDP was established in Jakarta, Indonesia based on notarial deed No. 33 of Ny. Subagyo Reksodipuro,
S.H., dated 22 December 1978 and officially commenced its operations in that year. The Company’s Articles of Association has been amended several times, where the latest amendment has been
approved by the Ministry of Justice of the Republic of Indonesia based on its decision letter No. AHU-27050.AH.01.02 Year 2010, dated 26 May 2010. The amendment has been registered in the
company listing of Ministry of Law and Human Rights of the Republic of Indonesia No. AHU- 0040061.AH.01.09 Year 2010 dated 26 May 2010.
BDP owns 75.00 of PIM’s share capital. Bank Mandiri sold all of its shares in Subsidiary to entities under common control with selling price
amounted to Rp264,000. The transfer of ownership was became effective after the Bank received all payment from the sales on 19 December 2013. The Bank recorded the difference between selling
price and investment carrying value amounted to Rp119,246 and Rp227,464 as additional paid in capitalagio in the consolidated financial statements and in Parent Entity only, respectively
note40b. Bank Mandiri Europe Limited
Bank Mandiri Europe Limited “BMEL” was established in London, United Kingdom on 22 June 1999 under
“The Companies Act 1985 of the United Kingdom”. It was established from the conversion of Bank Exim London branch to a Subsidiary and operate effectively on 31 July 1999.
BMEL, located in London, United Kingdom, is mandated to act as a commercial bank to represent the interests of Bank Mandiri.
PT Mandiri Sekuritas PT Mandiri Sekuritas was established in Jakarta on 31 July 2000 based on notarial deed of Ny. Vita
Buena, S.H., replacing Sutjipto, S.H., No. 116 It was established through the merger of PT Bumi
Daya Sekuritas “BDS”, PT Exim Sekuritas “ES” and PT Merincorp Securities Indonesia “MSI”, whereby BDS and ES merged into MSI. MSI obtained its brokerage and underwriting licenses from
the Chairman of the Capital Market Supervisory Agency through decree No. KEP-12PM1992 and No. KEP-13PM1992 and officially commenced its operations dated 23 January 1992. The merger
was approved by the Ministry of Law and Legislation of the Republic of Indonesia on 25 August 2000 based on decision letter No. C-18762.HT.01.01-TH.2000 and the business license that was
previously obtained by MSI can still be used by PT Mandiri Sekuritas. PT Mandiri Sekuritas owns 99.90 of the total share capital of PT Mandiri Manajemen Investasi, a Subsidiary established on
26 October 2004 and engaged in investment management and advisory activities.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2013 AND 2012
Expressed in millions of Rupiah, unless otherwise stated
Appendix 58 1. GENERAL continued
g. Subsidiaries and Associates continued PT Mandiri Sekuritas continued
On 28 December 2012, the Bank made additional equity investments in Subsidiary, amounted to Rp29,512. The Bank has obtained an approval from Bank Indonesia through a letter dated 31
October 2012 and the approval from Decision Out of Meeting of Shareholder circular resolution dated 27 December 2012 on the increase in capital. Through this additional capital, the share
ownership of Bank Mandiri in Mandiri Sekuritas increased from 95.69 to 99,99 of the total issued shares in Mandiri Sekuritas.
PT Bank Sinar Harapan Bali
PT Bank Sinar Harapan Bali “BSHB” was established on 3 November 1992 based on the notarial deed No. 4 of Ida Bagus Alit Sudiatmika, S.H., in Denpasar. BSHB obtained its license based on the
decision letter of the Minister of Finance of the Republic of Indonesia No. 77KMK.0171994 and officially commenced its operations on 10 March 1999. On 3 May 2008, the signing of the
acquisition deed was made between the shareholders of BSHB and Bank Mandiri as covered in the acquisition deed No. 4 dated 3 May 2008 of I Wayan Sugitha, S.H., in Denpasar. The signing deed
marked the beginning of the Bank’s 80.00 ownership of BSHB whereby subsequently, BSHB was managed separately and independently from Bank Mandiri. BSHB is treated as a stand alone bank
in order to predominantly focus on the expansion of Micro Business and Small Business.
On 22 October 2009, the Bank increased its share ownership in BSHB by 1.46 of the total issued and fully paid shares or equivalent to Rp1,460,657,000 full amount by purchasing all of the shares
owned by BSHB’s President Director of 2,921,314 shares as documented in Shares Sales-Purchase Agreement No. 52 of notary Ni Wayan Widastri, S.H., dated 22 October 2009 in Denpasar, Bali.
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
2010, the unamortised goodwill balance amounted to Rp8,969. With the additional capital in May 2013, the goodwill balance of BSHB becomes Rp21,043. 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 “Business Combination” refer to Note 2s.
