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 511 1. GENERAL continued
g. Subsidiaries and Associates continued PT Mandiri AXA General Insurance continued
Subsequently, the name of 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 and LK Ministry of Finance of the Republic of Indonesia Biro Perasuransian Bapepam
dan 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.
Financial Services
Authority through
its letter
No.S-42PB.312014 dated
14 May 2014 and letter No.S-94PB.312014 dated 31 October 2014 has approved the Increase of Investment PT Bank Mandiri Persero Tbk in PT Mandiri AXA General Insurance amounted to
Rp24,000 and Rp63,000. The increase in investment shares has been approved by circularised decision of the General’s Meeting Shareholder RUPS. as documented in Notarial Deed of
Wiwiek Widhi Astuti No. 20 dated 6 June 2014 and No. 27 dated 21 November 2014, has been approved
by the Ministry of Justice and Human Rights through
its letter No. AHU-
03896.40.20.2014 dated 12 June 2014 and No. AHU-08879.40.21.2014 dated 26 November 2014. The addition of the equity investment does not change the percentage of shareholders’
ownership whereas Bank Mandiri own 60 and AXA S.A by 40 of MAGI.
PT Asuransi Jiwa InHealth Indonesia
PT Asuransi Jiwa Indonesia InHealth “InHealth” was established on 6 October 2008 based on the notarial deed No. 2 of NM Dipo Nusantara Pua Upa, SH. InHealth has obtained its license
based on the Minister of Law and Human Rights of the Republic of Indonesia through its letter No. AHU-90399.AH.01.01 dated 26 November 2008. InHealth obtained its license to operate in
life insurance based on the decision letter of the Minister of Finance of the Republic of Indonesia No. KEP-381KM.1012009 dated 20 March 2009.
On 2 May 2014, the Bank with PT Kimia Farma Persero Tbk., and PT Asuransi Jasa Indonesia Persero as the Buyer with Badan Penyelenggara Jaminan Sosial Kesehatan BPJS Kesehatan
formerly PT Askes Persero and Koperasi Bhakti Askes as the Seller has signed a Sale and Purchase agreement of InHealth’s share as recorded in Notarial deed of sale and purchase
agreement No. 01 dated 2 May 2014 by Notary Mala Mukti SH, LLM.
Since the signing date of the Sale and Purchase Deed, the Bank has effectively become the majority shareholder of InHealth with ownership of 60, BPJS Kesehatan own 20 and
PT Kimia Farma Persero Tbk and PT Asuransi Jasa Indonesia Persero each own 10. The change in ownership has been approved by the General Meeting of Shareholders in accordance
with Notarial Deed of Mala Mukti SH LLM No.19 dated 5 May 2014 and submitted to the Ministry of Justice and Human Rights of the Republic of Indonesia and accepted by its letter No. AHU-
06507.40.22.2014 to dated 5 May 2014 regarding Acceptance Notification of the Change of PT Asuransi Jiwa Indonesia InHealth Data.
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 512 1. GENERAL continued
g. Subsidiaries and Associates continued PT Asuransi Jiwa InHealth Indonesia continued
Articles of Association of InHealth has been changed in accordance with the Shareholders Agreement which was signed on 23 December 2013 and has been recorded in the Notarial Deed
of Mala Mukti, S.H., LLM No. 20 dated 5 May 2014. This change has been submitted to the Ministry of Justice and Human Rights of the Republic of Indonesia and accepted through its letter
No. AHU-01805.40.21.2014 dated 6 May 2014.
The signing of sale and purchase deed was the first phase of InHealth’s acquisition in accordance with Conditional Share Purchase Agreement which was signed on 23 December
2013. The finalisation of second phase is currently awaiting for OJK approval refer to Note 62.f.
The Bank has obtained the approval of the General Meeting of Shareholders on 27 February 2014 regarding the acquisition of InHealth. The Bank has also received the approval from
regulator regarding the acquisition plan phase one through its letter No. S-37PB312014 dated 17 April 2014.
Bank Mandiri acquired 60 shares in Inhealth with total value of Rp990,000, and Goodwill arising from the acquisition of InHealth amounted to Rp268,181. The Bank periodically evaluates the
impairment of goodwill in accordance with SFAS 22, Business Combinations refer to Note 2s.
PT Usaha Gedung Mandiri
PT Usaha Gedung Mandiri “UGM”, formerly PT Usaha Gedung Bank Dagang Negara “UGBDN” is engaged in property management and office rental activities. UGBDN was
established in Jakarta based on notarial deed No. 104 of Abdul Latief, S.H., dated 29 October 1971 and officially commenced its operations in that year. The Company’s Article of Association
has been amended several times. The latest amendment as notarised by Hadijah, SH number 11 dated 9 May 2011 and has been approved by the Ministry of Law and Human Rights Republic
of Indonesia No. AHU-32285.AHA.01.02 Year 2011 dated 28 June 2011. UGBDN owns 25.00 of PT Pengelola Investama Mandiri “PIM” share capital, a company which was initially
established to manage ex-legacy banks’ share investments that have now been transferred to PIM.
The amendment of the UGBDN’s name to become UGM was undertaken on 9 November 2012, in accordance with a resolution on notarial deed No. 44 dated 26 September 2012, notarised by
notarial Hadijah, S.H., MKn regarding changes in entity’s logo and entity’s name from PT Usaha Gedung Bank Dagang Negara to become PT Usaha Gedung Mandiri. The Articles of Association
was approved by the Ministry of Law and Human Rights Republic of Indonesia in its decision letter No. AHU-57420.AH.01.02 dated 9 November 2012.
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 Note 40b.
