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 512 1. GENERAL continued
g. Subsidiaries and Associates continued PT Asuransi Jiwa InHealth Indonesia continued
Articles of Association of InHealth has been changed in accordance with the Shareholders Agreement which was signed on 23 December 2013 and has been recorded in the Notarial Deed
of Mala Mukti, S.H., LLM No. 20 dated 5 May 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 6 May 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 23 December
2013. The finalisation of second phase is currently awaiting for OJK approval refer to Note 62.f.
The Bank has obtained the approval of the General Meeting of Shareholders on 27 February 2014 regarding the acquisition of InHealth. The Bank has also received the approval from
regulator regarding the acquisition plan phase one through its letter No. S-37PB312014 dated 17 April 2014.
Bank Mandiri acquired 60 shares in Inhealth with total value of Rp990,000, and Goodwill arising from the acquisition of InHealth amounted to Rp268,181. The Bank periodically evaluates the
impairment of goodwill in accordance with SFAS 22, Business Combinations refer to Note 2s.
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.
Bank Mandiri sold all of its shares in Subsidiary to entities under common control with selling price amounted to Rp132,000. The transfer of ownership was became effective after the Bank
received all payment from the sales on 19 December 2013. The Bank recorded the difference between selling price and investment carrying value amounted to Rp5,429 and Rp46,468 as
additional paid in capitalagio in the consolidated financial statements and in Parent Entity only, respectively Note 40b.
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 513 1. GENERAL continued
g. Subsidiaries and Associates continued PT Bumi Daya Plaza
PT Bumi Daya Plaza “BDP” is engaged in property management and office rental activities. BDP was established in Jakarta, Indonesia based on notarial deed No. 33 of Ny. Subagyo
Reksodipuro, S.H., dated 22 December 1978 and officially commenced its operations in that year. The Company’s Articles of Association has been amended several times, where the latest
amendment has been approved by the Ministry of Justice of the Republic of Indonesia based on its decision letter No. AHU-27050.AH.01.02 Year 2010, dated 26 May 2010. The amendment has
been registered in the company listing of Ministry of Law and Human Rights of the Republic of Indonesia No. AHU-0040061.AH.01.09 Year 2010 dated 26 May 2010. BDP owns 75.00 of
PIM’s share capital.
Bank Mandiri sold all of its shares in Subsidiary to entities under common control with selling price amounted to Rp264,000. The transfer of ownership was became effective after the Bank
received all payment from the sales on 19 December 2013. The Bank recorded the difference between selling price and investment carrying value amounted to Rp119,246 and Rp227,464 as
additional paid in capitalagio in the consolidated financial statements and in Parent Entity only, respectively Note 40b.
h. Structure and Management
Bank Mandiri’s head office is located on Jl. Jend. Gatot Subroto Kav. 36-38, South Jakarta, Indonesia. As at 31 December 2014 and 2013, Bank Mandiri’s domestic and overseas offices are
as follows:
2014 2013
Domestic Regional Offices 12
12 Domestic Branches:
Area Community Branches
Mandiri Mitra Usaha offices Cash Outlets
74 1,080
897 261
70 992
687 301
2,312 2,050
Overseas Branches 6
5
Unaudited
As at 31 December 2014, Bank Mandiri has overseas branches located in Cayman Islands, Singapore, Hong Kong, Dili Timor Leste, Shanghai People’s Republic of China and Dili Timor
Plaza.
To support Bank Mandiri’s vision to be Indonesia’s most admired and progressive financial institution, Bank Mandiri has divides its organisation structure into Strategic Business Units
SBU. In general, SBU consists of three major groups, which are:
1. Business Units, responsible for the Bank’s main business development consists of 7 seven Directorates namely Institutional Banking, Corporate Banking, Commercial Business
Banking, Consumer Finance, Micro Retail Banking, Treasury, Financial Institution Special Asset Management and Transaction Banking;
2. Corporate Center, responsible for the management of the Bank’s critical resources and providing support for the Bank’s policies, consisting of 7 seven Directorates which are Risk
Management, Compliance Legal, Finance Strategy, Retail Risk, Change Management Office, Internal Audit and Human Capital;
3. Shared Services, as a supporting unit to the Bank’s operational activities and is managed by the Directorate of Technology Operations.
On 1 January 2015, Bank restructured its organization structure and role and responsibilities of the Directors refer to Note 66.
