Additional Paid-In CapitalAgio Additional Paid-In CapitalAgio continued

PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 DECEMBER 2009, 2008 AND 2007 Expressed in millions of Rupiah, unless otherwise stated Appendix 5101 32. SHARE CAPITAL continued

a. Authorised, Issued and Fully Paid-in Capital continued

The Annual General Shareholders’ Meeting on 22 May 2006 approved MSOP Stage 3 amounting to 309,416,215 share options. The General Shareholders’ Meeting also delegated an authority to the Board of Commissioners to determine the execution and monitoring policy of MSOP Stage 3 including the options implementation and report it in the next annual general shareholders’ meeting. The exercise price for each share in the MSOP Stage 3 is Rp1,495.08 full amount with nominal value of Rp500 full amount per share. The Bank recorded MSOP Stage 3 as part of the shareholders’ equity account at fair value amounting to Rp593.89 full amount per share options. Up to 31 December 2009, the total option that has been exercised in MSOP Stage 3 was 289,721,996 shares thereby increasing the total issued and fully paid-up capital by Rp144,861 and agio by Rp460,360, including the MSOP Stage 3 that exercised for the year ended 31 December 2009 amounted to 64,382,217 shares where this resulted in increasing the total issued and fully paid-up capital by Rp32,191. As at 31 December 2009, the share option balance still recorded in shareholders’ equity-share option from MSOP Stage 3 amounted to Rp11,696. The total share options which have been exercised from MSOP Stage 2 and MSOP Stage 3 during the year ended 31 December 2009 were 86,800 shares and 64,382,217 shares, respectively, which resulted in increasing the total issued and fully paid-in capital by Rp32,234 Notes 32b and 33. The total share options which have been exercised from MSOP Stage 1, MSOP Stage 2, MSOP Stage 3 during the year ended 31 December 2008 were 4,835,783 shares, 55,110 shares and 87,991,721 shares, respectively, which resulted in increasing the total issued and fully paid-up capital by Rp78,048 including addition to issued and fully paid-in capital arising from the execution from period 1 October 2007 up to 31 December 2007 amounting to Rp31,606 Notes 32b and 33. The total share option which has been exercised from MSOP Stage 1, MSOP Stage 2, MSOP Stage 3 for the year ended 31 December 2007 were 43,512,471 shares, 687,178 shares and 137,348,058 shares, respectively, which resulted in increasing the total issued and fully paid-up capital by Rp59,167 Notes 32b and 33.

b. Additional Paid-In CapitalAgio

The additional paid-in capitalagio of Rp6,911,587, Rp6,809,056 and Rp6,570,959, as at 31 December 2009, 2008 and 2007, respectively, represents additional paid-in capital arising from the Recapitalisation Program Note 1c and execution of share options. Total share options which have been exercised from MSOP Stage 2 and MSOP Stage 3 during the year ended 31 December 2009 were 86,800 shares and 64,382,217 shares, respectively, thereby increasing the total paid-in capitalagio by Rp102,531 Notes 32a and 33. Share options which have been exercised from MSOP Stage 1, MSOP Stage 2, MSOP Stage 3 for the year ended 31 December 2008 were 4,835,783 shares, 55,110 shares and 87,991,721 shares, respectively, which resulted in increasing the total paid -in capital by Rp238,097 including addition in the total paid-in capitalagio arising from the execution of share options from period 1 October 2007 up to 31 December 2007 amounting to Rp96,626 Notes 32a and 33. Share options which have been exercised from MSOP Stage 1, MSOP Stage 2, MSOP Stage 3 for the year ended 31 December 2007 were 43,512,471 shares, 687,178 shares and 137,348,058 shares, respectively, thereby increasing the total paid-in capitalagio by Rp137,011 Notes 32a and 33. PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 DECEMBER 2009, 2008 AND 2007 Expressed in millions of Rupiah, unless otherwise stated Appendix 5102 32. SHARE CAPITAL continued

b. Additional Paid-In CapitalAgio continued

Based on the results of a due diligence review conducted on behalf of the Government dated 31 December 1999 and Management Contract IMPA dated 8 April 2000, it was decided that there was an excess on recapitalisation amounting to Rp4,069,000. The Bank has returned Rp2,657,000 of Government Recapitalisation Bonds to the Government on 7 July 2000 pursuant to the Management Contract. The remaining balance of Rp1,412,000 was returned to the Government on 25 April 2003 based on approval from the shareholders during its meeting on 29 October 2002 and the Ministry of State-Owned Enterprises Decision Letter No. KEP-154M-MBU2002 dated 29 October 2002. The return of the above excess recapitalisation amounting to Rp1,412,000 includes a portion of issued and fully paid-in capital of Rp251,000. On 23 May 2003, the Ministry of Finance of the Republic of Indonesia issued Decree “KMK-RI” No. 227KMK.022003 dated 23 May 2003, which was amended by KMK No. 420KMK.022003 dated 30 September 2003, which provides further guidance on Government Regulations No. 52 year 1999 and No. 97 year 1999 regarding the additional Government participation in Bank Mandiri’s capital. The following are the matters decided under the KMK RI: a. The final Bank Mandiri recapitalisation amount is Rp173,801,315; b. The recapitalisation fund of Rp5,000,000 is converted into 5,000,000 new shares issued by Bank Mandiri with a nominal value of Rp1,000,000 full amount per share; c. The remaining recapitalisation fund amount of Rp168,801,315 is recorded as agio within the capital structure of Bank Mandiri. Through quasi-reorganisation, the Bank’s accumulated losses as at 30 April 2003 amounting to Rp162,874,901 were eliminated against additional paid-in capitalagio.

c. Fixed Assets Revaluation Reserve