PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2003, April 30, 2003 and December 31, 2002 Expressed in millions of Rupiah, unless otherwise stated
121
32. SHAREHOLDERS’ EQUITY continued
Authorized, Issued and Fully Paid-up Capital The Bank’s authorized, issued and fully paid-up capital as of December 31, 2003, April 30, 2003 and
December 31, 2002 is as follows:
December 31, 2003
Number of Nominal Value
Per Share Share Value
Percentage of Shares
Full Amount Full Amount
Ownership
Authorized Capital
- Dwiwarna Share A Series 1
500 500
0.00 - Common Shares B Series
31,999,999,999 500
15,999,999,999,500 100.00
Total Authorized Capital 32,000,000,000
16,000,000,000,000 100.00
Issued and Fully Paid-up Capital Republic of Indonesia
- Dwiwarna Share A Series 1
500 500
0.00 - Common Shares B Series
15,999,999,999 500
7,999,999,999,500 80.00
Public - Common Shares B Series
4,000,000,000 500
2,000,000,000,000 20.00
Total Issued and Fully Paid-up Capital 20,000,000,000
10,000,000,000,000 100.00
April 30, 2003
Number of Nominal Value
Per Share Share Value
Percentage of Shares
Full Amount Full Amount
Ownership
Authorized Capital
16,000,000 1,000,000
16,000,000,000,000 Issued and Fully Paid-up Capital
Republic of Indonesia 4,251,000
1,000,000 4,251,000,000,000
100.00
December 31, 2002
Number of Nominal Value
Per Share Share Value
Percentage of Shares
Full Amount Full Amount
Ownership
Authorized Capital
16,000,000 1,000,000
16,000,000,000,000 Issued and Fully Paid-up Capital
Republic of Indonesia 4,251,000
1,000,000 4,251,000,000,000 100.00
Based on notarial deed No. 10 of Sutjipto, S.H., dated October 2, 1998, the authorized capital of Bank Mandiri amounts to Rp16,000,000 with a par value of Rp1,000,000 full amount per share.
The establishment of issued and fully paid-up capital amounting to Rp4,000,000 by the Republic of Indonesia at the date of establishment of Bank Mandiri was carried out as follows:
a. Cash payment through Bank Indonesia amounting to Rp1,600,004.
PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2003, April 30, 2003 and December 31, 2002 Expressed in millions of Rupiah, unless otherwise stated
122
32. SHAREHOLDERS’ EQUITY continued
Authorized, Issued and Fully Paid-up Capital continued b. Placements in shares of stocks recorded as investments in shares of the Merged Banks
amounting to Rp599,999 each or totaling Rp2,399,996, through the transfer of shares of the Republic of Indonesia in each of the Merged Banks to Bank Mandiri, as resolved during the
respective Extraordinary General Meetings of the Merged Banks. Based on the agreement “inbreng” notarized by deed No. 9 of Sutjipto, S.H., dated October 2, 1998, Bank Mandiri and the
Republic of Indonesia, agreed to transfer those shares inbreng as payment for new shares to be issued by Bank Mandiri.
Based on the amendments to the Articles of Association of Bank Mandiri covered by notarial deed No. 98 of Sutjipto, S.H., dated July 24, 1999, the shareholder resolved to increase the paid-up capital
share capital of Bank Mandiri from Rp4,000,000 to Rp4,251,000 to be entirely paid for by the Republic of Indonesia. The increase of Rp251,000 was effected through the conversion of additional
paid-in capital to share capital and resulted from the excess of recapitalization bonds under the 1
st
Recapitalization Program per Government Regulation No. 521999. Based on Extraordinary General Shareholder’s Meeting resolution dated May 29, 2003, which was
amended by notarial deed No. 142 of Sutjipto, S.H., dated May 29, 2003, the shareholder agreed among others the following:
i Initial Public Offering of Bank Mandiri ii Changes in Bank Mandiri’s capital structure
iii Changes in Bank Mandiri’s Articles of Association
Following the shareholder decision to change the capital structure, Bank Mandiri increased its issued and fully paid-up capital to Rp10,000,000 and proceeded for stock split share price from Rp1,000,000
full amount per share to Rp500 full amount per share. Accordingly, the number of authorized shares increased from 16,000,000,000 shares to 32,000,000,000 shares, and the number of issued
and fully paid-up shares increased from 10,000,000 shares with a nominal value of Rp1,000,000 full amount to 20,000,000,000 shares with a nominal value of Rp500 full amount. The issued and fully
paid-up capital consists of 1 Dwiwarna A Series share and 19,999,999,999 Common B Series shares owned by the Republic of Indonesia.
In relation with the change in the 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 a Shareholder’s Meeting.
The Dwiwarna A Series share represents the Republic of Indonesia, and is not transferable. The Dwiwarna A Series share 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 Boards of Directors and Commisioners should be attended by and approved by the Dwiwarna A Series shareholder;
3. General Shareholders Meetings concerning changes in the Articles of Association should be attended by and approved by the Dwiwarna A Series shareholder;
