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 510 1. GENERAL continued
g. Subsidiaries and Associates continued PT AXA Mandiri Financial Services continued
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 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 to Rp40,128 was amortised using the straight-line method over 5 five years in line with the estimation of economic benefits of the
goodwill. The balance of unamortised goodwill as at 31 December 2010 amounted to Rp37,194. The Bank will regularly asses and evaluate goodwill impairment in accordance with SFAS No. 22
“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.
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 Rp60,000 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
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.
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.
