SIGNIFICANT AGREEMENTS, COMMITMENTS AND CONTINGENCIES a.

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 5204 62. SIGNIFICANT AGREEMENTS, COMMITMENTS AND CONTINGENCIES continued

d. Trade Financing with Asian Development Bank ADB continued

TFFP scheme is a program initiated by ADB to facilitate the LC based trade transactions within Asian developing countries to increase the trade-volume growth. Becoming a participant in this program, Bank Mandiri will have an easier access to increase its trade finance credit lines, its trade volume and to open new business opportunities especially to countries that have low trade volume with Indonesia. Pursuant to the RCA, Bank Mandiri received a credit revolving facility up to USD25,000,000 full amount. By using the facility, Bank Mandiri will be charged with interest of total margin plus LIBOR during the interest period. e. Business Synergies between PT Bank Mandiri Persero Tbk, PT Taspen Persero, PT Pos Indonesia Persero and PT Bank Sinar Harapan Bali On 31 January 2013, Bank Mandiri together with PT Taspen Persero, PT Pos Indonesia Persero and PT Bank Sinar Harapan Bali BSHB the Bank’s Subsidiaries have signed a Memorandum of Understanding on Strategic Partnership to Achieve Business Synergies between PT Bank Mandiri Persero Tbk, PT Taspen Persero, PT Pos Indonesia Persero and PT Bank Sinar Harapan Bali. In the agreement it has been agreed the shared ownership between Bank Mandiri, PT Taspen Persero and PT Pos Persero in BSHB, in which Bank Mandiri remains as the majority shareholder of BSHB. On 29 April 2013, Bank Mandiri along with PT Taspen Persero, PT Pos Indonesia Persero and PT Bank Sinar Harapan Bali BSHB the Bank’s Subsidiaries have signed the Conditional Agreement regarding capital contribution in which has been agreed that BSHB will issue 800,000,000 full amount of new shares that will be subscribed by Bank Mandiri, PT Taspen and PT Pos Indonesia Persero with capital contribution and final share ownership composition of 58.25; 20.2 and 20.2, respectively and Individual Shareholders own 1.35 share of BSHB’s total share issued and fully paid. On 21 August 2014, the Bank together with PT Taspen Persero, and PT Pos Indonesia Persero, has signed a shareholders agreement that regulate among others, regarding capital contribution as agreed in the conditional capital contribution agreement. This shareholders agreement also regulate corporate governance, transfer of shares, commitment and agreements in connection with BSHB and regulate the relationship between the shareholders of BSHB after the Effective Date. As fulfillment of the shareholders agreement, on 22 December 2014 BSHB held an Extraordinary General Meeting of Shareholders to approve the issuance of 800,000,000 new shares which were subscribed by Bank Mandiri, PT Taspen Persero, and PT Pos Indonesia Persero in accordance with the agreed composition. As of the date of the consolidated financial statements, the changes in shareholding composition has not yet been effective, upon receipt of approval from BSHB changes of this shareholders composition by OJK Banking Division.