These consolidated financial statements are originally issued in Bahasa.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2015 and for the year then ended Expressed in millions of Rupiah, unless otherwise stated
25
1. GENERAL INFORMATION continued
g. Subsidiaries and Associates continued PT Mandiri AXA General Insurance continued
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 November 22, 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.
OJK through its letter No.S-42PB.312014 dated May 14, 2014 and letter No.S-94PB.312014 dated October 31, 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 Wiwiek Widhi Astuti No. 20 dated June 6, 2014 and
No. 27 dated
November 21,
2014, has
been approved by
the Ministry of Justice and Human Rights through its letter No. AHU-03896.40.20.2014 dated June 12,
2014 and No. AHU-08879.40.21.2014 dated November 26, 2014. The addition of the equity investment does not change the percentage of share holders’ ownership where as Bank Mandiri
own 60 and AXA S.A by 40 of MAGI.
Based on the letter of approval from the OJK No. S-52PB.31 2015 dated June 25, 2015 regarding the Application for Approval of Increase in Investment PT Mandiri AXA General
Insurance, the FSA expressed no objection to the plan of the Bank made additional capital investments continued to MAGI Rp30,000. On July 9, 2015 has been carried out the execution of
the additional investment to the MAGI Rp30,000. The total increase in capital to the PT MAGI is amounting to 50,000 by the amount of additional capital injection in proportion to its percentage
shareholding in Bank Mandiri MAGI by 60 and AXA S.A by 40, so the Bank increased its investment of Rp30,000 and AXA S.A amounted to Rp20,000. The increase in capital did not
change the percentage of ownership in the overall MAGI-owned by Bank Mandiri amounting to 60 and AXA S.A by 40.
PT Asuransi Jiwa InHealth Indonesia
PT Asuransi Jiwa Indonesia InHealth “InHealth” was established on October 6, 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 November 26, 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 March 20, 2009.
On December 23, 2013, Bank Mandiri and PT Kimia Farma Persero Tbk. and PT Asuransi Jasa Indonesia Persero as the purchaser by the Social Security Agency of Health BPJS; formerly
PT Askes Persero and the Cooperative Bhakti Askes as the seller has signed a Share Purchase Agreement Conditional on PT Asuransi Jiwa InHealth Indonesia InHealth where the execution
of transactions will be conducted in two 2 phases as follows:
1. Phase 1, namely the acquisition of 80 ownership of InHealth, where the ownership of the Bank is 60, PT Kimia Farma Persero Tbk, and PT Asuransi Jasa Indonesia Persero
respectively 10, as well as Health BPJS still has 20; and 2. Phase 2, namely the acquisition of 20 ownership BPJS on InHealth by the Bank so that the
total ownership of the bank is to be equal to 80. The composition of shareholding after the transaction InHealth stage 2 into Bank Mandiri has 80, PT Kimia Farma Persero Tbk. and
PT Asuransi Jasa Indonesia Persero respectively 10 of the total shares issued and fully paid InHealth.
These consolidated financial statements are originally issued in Bahasa.
PT BANK MANDIRI PERSERO Tbk. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2015 and for the year then ended Expressed in millions of Rupiah, unless otherwise stated
26
1. GENERAL INFORMATION continued
g. Subsidiaries and Associates continued PT Asuransi Jiwa InHealth Indonesia continued
On February 27, 2014, the Bank has obtained the approval of the General Meeting of Shareholders related to the acquisition InHealth. Furthermore, the bank also has received the
approval of the proposed acquisition of FSA according Letter No. S-37PB312014 dated April 17, 2014 regarding the Application for Approval of Equity PT Bank Mandiri Persero Tbk. in
PT Asuransi Jiwa InHealth Indonesia.
On May 2, 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 May 2, 2014 by Notary Mala Mukti S.H., LL.M.
With the signing of the Sale and Purchase Agreements, the Bank has effectively become the majority shareholder in InHealth with ownership of 60 Rp990,000, PT Kimia Farma Persero
Tbk. and PT Asuransi Jasa Indonesia Persero respectively by 10 Rp165,000 and BPJS by 20 Rp330,000. Changes in share ownership has been approved by the General Meeting of
Shareholders InHealth by Notary Mala Mukti SH, LL.M. No. 19 dated May 5, 2014 and has been submitted to the Ministry of Law and Human Rights of the Republic of Indonesia and has been
received through letter No. AHU-06507.40.22.2014 dated May 5, 2014 regarding the Companys Receipt of Notification of change of PT Asuransi Jiwa InHealth Indonesia.
Articles of Association of InHealth has been changed in accordance with the Shareholders Agreement which was signed on December 23, 2013 and has been recorded in the Notarial Deed
of Mala Mukti, S.H., LL.M No. 20 dated May 5, 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 May 6, 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 December 23, 2013. The
finalisation of second phase is currently awaiting for FSA approval.
On March 30, 2015, the Bank carry out additional investment in InHealth shares by buying 200,000 shares owned by Employment Social Security Agency BPJS through the signing of the
Deed of Sale and Purchase Agreement No. 108, dated March 30, 2015, made before Mala Mukti, S.H., LL.M., Notary in Jakarta, which is 20.00 of the total shares issued by InHealth. Total
purchase price amounted to Rp330,000. The addition of these investments has been approved by the OJK as mentioned in his letter No. S-19PB.312015 dated February 20, 2015. The difference
in the number recorded non-controlling interest in the fair value of consideration paid for the additional shares amounting to 20.00 InHealth Rp92,751 amount recorded as Difference in
transactions with non-controlling interest.
Since the signing date of the Sale and Purchase Deed, the Bank has effectively become the majority shareholder of InHealth with ownership of 80, which PT Kimia Farma Persero Tbk and
PT Asuransi Jasa Indonesia Persero each own 10. It has been approved by the General Meeting of Shareholders in accordance with Notarial Deed of Mala Mukti S.H., LL.M. No.109
dated March 30, 2015 and submitted to the Ministry of Justice and Human Rights of the Republic of Indonesia and accepted by its letter No. AHU-AH.01.03-0020238 dated March 30, 2015
regarding Acceptance Notification of the Data Change of PT Asuransi Jiwa Indonesia InHealth.
