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 55 1. GENERAL continued
d. Initial Public Offering, Limited Public Offering, Changes in Share Capital and Public Offering
of Bank Mandiri Subordinated Bonds continued Public Offering of Bank Mandiri Subordinated Bonds
On 3 December 2009, Bank Mandiri received the effective approval from the Chairman of Bapepam and LK through in its letter No. S-10414BL2009 dated 3 December 2009 to conduct the public
offering of Bank Mandiri Rupiah Subordinated Bond I 2009 with a nominal value of Rp3,500,000. On 14 December 2009, the aforementioned Bond was listed on Indonesia Stock Exchange Note 37.
e. Quasi-Reorganisation
In order for Bank Mandiri to eliminate the negative consequences of being burdened by accumulated losses, the Bank undertook quasi-reorganisation as approved in the Extraordinary
General Shareholders’ Meeting “RUPS-LB” on 29 May 2003. The quasi-reorganisation adjustments were booked on 30 April 2003 where the accumulated losses
of Rp162,874,901 were eliminated against additional paid-in capitalagio.
Bank Mandiri’s Articles of Association were amended to due the changes in additional paid-in capital as a result of quasi-reorganisation, based on notarial deed of Sutjipto, S.H., No. 130 dated
29 September 2003 which was approved by the Ministry of Law and Human Rights of the Republic of Indonesia in its decision letter No. C-25309.HT.01.04.TH.2003 dated 23 October 2003 and was
published in the State Gazette No. 910, Supplement No. 93 dated 23 October 2003.
On 30 October 2003, Bank Mandiri’s RUPS-LB approved the quasi-reorganisation as at 30 April 2003, which were notarised by Sutjipto, S.H. in notarial deed No. 165 dated 30 October 2003.
f. Divestment of Government Share Ownership
On 11 March 2004, the Government divested another 10.00 of its ownership in Bank Mandiri which was equivalent to 2,000,000,000 Common Shares Series B through private placements Note
40a.
g. Subsidiaries Associates
Subsidiaries included in the consolidated financial statements as at 31 December 2013 and 2012, are as follows:
Percentage of Ownership Name of Subsidiaries
Nature of Business Domicile
2013 2012
PT Bank Syariah Mandiri BSM Sharia Banking
Jakarta 99.99
99.99 PT Usaha Gedung Mandiri
Property Management Jakarta
- 99.00
PT Bumi Daya Plaza Property Management
Jakarta -
93.33 Bank Mandiri Europe Limited BMEL
Commercial Banking London
100.00 100.00
PT Mandiri Sekuritas Securities
Jakarta 99.99
99.99 PT Bank Sinar Harapan Bali BSHB
Commercial Banking Denpasar
93.23 81.46
PT Mandiri Tunas Finance MTF Consumer Financing
Jakarta 51.00
51.00 Mandiri International Remittance
Sendirian Berhad MIR Remittance
Kuala Lumpur 100.00
100.00 PT AXA Mandiri Financial Services
Life Insurance Jakarta
51.00 51.00
PT Mandiri AXA General Insurance MAGI General Insurance
Jakarta 60.00
60.00 Effective starting from 27 December 2012
Effective starting from 28 May 2013 Condolidated up to date19 December 2013
The Subsidiaries’ total assets as at 31 December 2013 and 2012 before elimination amounting to Rp94,293,194 and Rp78,782,852 or 12.86 and 12.39 of the total consolidated assets,
respectively.
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 56 1. GENERAL continued
g. Subsidiaries and Associates continued PT Bank Syariah Mandiri
PT Bank Syariah Mandiri “BSM” is engaged in banking activities in accordance with sharia banking principles. BSM was established in the Republic of Indonesia on 15 June 1955 under the name of
PT Bank Industri Nasional “PT Bina”. Then PT Bina changed its name to PT Bank Maritim Indonesia on 12 September 1968 which then subsequently changed the name to become PT Bank
Susila Bhakti on 6 June 1974, a Subsidiary of BDN. Subsequently it became PT Bank Syariah Mandiri based on notarial deed of Sutjipto, S.H., No. 23 dated 8 September 1999. BSM obtained a
license as a commercial bank based on the decision letter of the Minister of Finance of the Republic of Indonesia No. 275122U.M.II dated 19 December 1995 and officially commenced its sharia
operations in 1999.
On 18 March 2011, Bank Mandiri made an additional capital contribution in form of cash to Subsidiary amounted to Rp200,000. Bank Mandiri already obtained an approval from Bank
Indonesia through its letter dated 31 January 2011 and from shareholders through the shareholder circular resolution letter dated 28 February 2011 on the increase in capital.
On 29 December 2011, Bank Mandiri made an additional capital contribution in form of cash to Subsidiary amounted to Rp300,000. Bank Mandiri already obtained an approval from Bank
Indonesia through its letter dated 27 December 2011 and from shareholders through the shareholder circular resolution letter dated 29 December 2011 on the increase in capital.
On 21 December 2012, Bank made an additional capital contribution in form of cash to Subsidiary amounted to Rp300,000. Bank Mandiri already obtained an approval from Bank Indonesia through
its letter dated 21 December 2012 and from shareholders through the shareholder circular resolution letter dated 21 December 2012 on the increase in capital.
On 30 December 2013, Bank Mandiri made an additional capital contribution in form of non cash, land and building inbreng, to Subsidiary amounted to Rp30,778. Bank Mandiri already obtained an
approval from Bank Indonesia through its letter dated 19 December 2013 and from shareholders through the shareholder circular resolution letter dated dated 27 December 2013 on the increase in
capital. 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.
