PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Years Ended December 31, 2008 and 2007 Expressed in millions of Rupiah, unless otherwise stated
15
1. GENERAL continued g. Structure and Management continued
2008 2007
Offshore Branches 4
4 Representative Office
1 1
As of December 31, 2008 and 2007, Bank Mandiri had offshore branches located in Grand Cayman, Singapore, Hong Kong and Timor Leste and a representative office in Shanghai, China.
On June 5, 2006, the Bank Mandiri organization structure has been changed based on Board of Directors’ Resolution No. Kep.Dir0692006. Those changes including the Bank Mandiri Board of
Directors’ segregation of roles and responsibilities were approved by the Board of Commissioners through its letter No. COM0632006 dated June 1, 2006. On December 12, 2006, Management
through letter No. CMO5772006 proposed the change in the Organization Structure Based On Strategic Business Units to the Commissioners. The Commissioners approved the change in the
Organization Structure Based On Strategic Business Units through letter No. COM1702006 dated December 22, 2006. The Organization Structure based on Strategic Business Units became effective
since January 9, 2007 through Directors Decision Letter No. Kep.Dir06A2007 dated January 9, 2007. Compared with the previous organization structure, there are several changes to Bank Mandiri’s new
organization structure, where the functions of existing units were divided into three major groups, which are:
1. Business Units, responsible as the Bank’s main business development engine, consist of 6 Directorate which are Corporate Banking, Commercial Banking, Consumer Finance, Micro Retail
Banking, Treasury International Banking, and Special Asset Management. 2. Corporate Centers, responsible to handle strategic corporate and support the bank’s policies,
consist of 3 Directorate which are Risk Management, Compliance Human Capital and Finance Strategy.
3. Shared Services, as a support unit to support the Bank operational activities as a whole are handled by the Technology Operations Directorate.
The implementation of the change in the organization structure and Strategic Business Units SBU is in line with the Bank Mandiri aspiration to become the Dominant Multi-Specialist Bank.
The organizational structure of Bank Mandiri has been changed again, whereby pursuant to the decision letter of the Board of Directors No. KEP.DIR038A2008 dated March 24, 2008 concerning the
Change of Decision of the Board of Directors of No. KEP.DIR072007 regarding the Change of Organizational Structure of PT Bank Mandiri Persero Tbk. The subsidiary of Bank Mandiri, PT Bank
Syariah Mandiri which previously is under the coordination of Directorate for Consumer Finance has now become under the coordination of the Directorate for Commercial Banking. On April 23, 2008, the
Board of Commissioner’s Meeting agreed to the suggestion to change Bank Mandiri organization structure to form 2 two new directorate that is Directorate of Corporate Secretary, Legal Customer
Care and Directorate of Internal Audit. Change of the Bank Mandiri organization structure goes into effect on October 13, 2008 as expressed in the Decree of the Board of Directors
No. KEP.DIR111A2008 dated October 13, 2008.
PT BANK MANDIRI PERSERO TBK. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Years Ended December 31, 2008 and 2007 Expressed in millions of Rupiah, unless otherwise stated
16
1. GENERAL continued g. Structure and Management continued
In accordance with the decision letter of the Board of Directors No. KEP.DIR1152008 dated October 21, 2008 concerning Distribution of Duties and Authorities of The Members of The Board of
Directors and also Stipulation of The List of Substitution Director as amended by the decision letter of Board of Directors of No. KEP.DIR1442008 dated December 17, 2008 concerning Change in The
Decision Letter of The Board of Directors of No. KEP.DIR1152008 concerning Distribution of Duties and Authorities of the Members of The Board of Directors and also Stipulation of The List of
Substitution Director and based on the letter of Bank Indonesia No. 10188GBIDPIPRahasia dated December 12, 2008 regarding Decision about The Appointment of Compliance Director of PT Bank
Mandiri Persero Tbk., the members of The Boards of Commissioners and Directors of Bank Mandiri as of December 31, 2008 and 2007 are as follows:
2008 2007
Board of Commissioners Chairman and Independent
Commissioner :
Edwin Gerungan Edwin Gerungan
Deputy Chairman :
Muchayat Muchayat
Commissioner :
Mahmuddin Yasin Richard Claproth
Independent Commissioner :
Soedarjono Soedarjono
Independent Commissioner :
Pradjoto Pradjoto
Independent Commissioner :
Gunarni Soeworo Gunarni Soeworo
Independent Commissioner :
- Yap Tjay Soen
Since closing of Annual General Shareholders’ Meeting on May 29, 2008 Until closing of Annual General Shareholders’ Meeting on May 29, 2008
Until the date of effective resignation on May 15, 2008. As for the discharge of responsibility acquit et de charge during the period of the commissioner hold office from period January 1, 2008 up to May 15, 2008 it will be decided in the upcoming Annual General Shareholders’ Meeting.
Board Of Directors 2008
2007
President Director : Agus Martowardojo
Agus Martowardojo Deputy President Director
: I Wayan Agus Mertayasa I Wayan Agus Mertayasa
Director : Zulkifli Zaini
Omar Sjawaldy Anwar Director
: Sasmita Zulkifli Zaini
Director : Abdul Rachman
Abdul Rachman Director
: Sentot A. Sentausa Sasmita
Director : Bambang Setiawan
Sentot A. Sentausa Director
: Riswinandi Bambang Setiawan
Director : Thomas Arifin
Riswinandi Director
: Budi Gunadi Sadikin Thomas Arifin
Director : Ogi Prastomiyono
Budi Gunadi Sadikin
As Compliance Director starting on December 17, 2008 As Compliance Director until December 17, 2008
Up to the closing of Annual General Shareholders’ Meeting on May 29, 2008
