SMRA Interim Acc - Q2 2013 Eng
PT Summarecon Agung Tbk
and Subsidiaries
Consolidat ed financial st at ement s
wit h independent audit ors’ report
As of June 30, 2013 and December 31, 2012, 2011 and
2010 and for t he six-mont h periods ended June 30, 2013 and
2012 (unaudit ed) and years ended December 31, 2012, 2011
and 2010
(2)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS WITH INDEPENDENT AUDITORS’ REPORTS
AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
Table of Contents
Page Board of Directors’ Statement
Independent Auditors’ Report
Consolidated Statements of Financial Position……… 1-3 Consolidated Statements of Comprehensive Income……… 4 Consolidated Statements of Changes in Equity………..………… 5-7 Consolidated Statements of Cash Flows ………. 8-9 Notes to the Consolidated Financial Statements……… 10-121
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
1
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
June 30, 2013 and December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah, unless otherwise stated)
December 31,
Notes June 30, 2013 2012 2011 2010
ASSETS
CURRENT ASSETS
Cash and cash equivalents 2e,2t,2w,4,
35,36,37 2,723,508,878 2,427,999,474 1,495,900,816 1,120,483,310
Trade receivables 2g,2n,2w,6,
15,36,37
Related parties 2h,34 6,113,242 1,864,836 10,252,933 2,648,182
Third parties 171,713,444 104,552,906 24,174,184 86,724,037
Other receivables 2g,2w,7,
36,37 30,465,760 24,254,265 25,562,926 92,979,384
Due from related parties 2h,2w,
34,36,37 165,281 - 2,260,825 -
Inventories 2i,2o,2p,8 3,447,910,330 2,820,183,900 2,741,082,409 1,308,433,357
Prepaid taxes 2v,21a,21e 376,067,164 329,690,332 211,933,572 135,113,485
Prepaid expenses 2j,9 11,445,381 11,461,142 12,649,470 5,796,136
Advance payments 2p,11
Related parties 2h,34 1,699,356 - - -
Third parties 470,650,500 357,819,168 373,999,375 468,937,425
Other current financial assets 2w,14,
35,36,37,40 1,350,954 1,215,414 - 8,991,000
Total current assets 7,241,090,290 6,079,041,437 4,897,816,510 3,230,106,316
NON-CURRENT ASSETS
Other receivables 2g,2w,7,
36 - - 12,154,406 28,837,740
Due from related parties 2h,2w,
34,36,37 166,484 110,931 136,230 5,536,859
Undeveloped land 2k,2p,
10,15,17 1,886,639,283 1,601,490,348 843,581,916 1,103,214,226
Investments in associates 2c,2f,2w,
and other entities 5,36 3,698,761 3,698,761 3,698,761 4,029,276
Advance payments 2p,11 349,793,600 257,549,851 7,166,822 2,166,822
Fixed assets - net 2l,2n,2p,12,15,16 350,467,187 282,418,026 304,426,776 379,106,473
Investment properties - net 2m,2n,2o,2p,
13,15,17 2,845,400,360 2,549,918,696 1,925,426,080 1,278,389,197
Deferred tax assets - net 2p,2v,21f 9,853,734 9,260,769 4,726,822 794,873
Other non-current financial assets 2e,2w,14,
15,35,36,37 61,339,548 89,062,099 95,917,488 102,737,828
Other non-current assets 2l 4,099,414 3,835,767 4,122,870 4,720,828
Total non-current assets 5,511,458,371 4,797,345,248 3,201,358,171 2,909,534,122
TOTAL ASSETS 12,752,548,661 10,876,386,685 8,099,174,681 6,139,640,438
(11)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
2
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION(continued)
June 30, 2013 and December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah, unless otherwise stated)
December 31,
Notes June 30, 2013 2012 2011 2010
LIABILITIES AND EQUITY CURRENT LIABILITIES
Short-term loans from banks and 2t,2w,15,
financing institution 35,36,37 74,361,926 13,248,512 52,942,822 3,596,787
Trade payables to third parties 2t,2w,18,
35,36,37 45,293,711 184,224,757 246,765,162 181,664,820
Other payables 2c,2t,2w,19,
35,36,37,43a 407,969,462 95,282,200 54,591,942 26,790,622
Accrued expenses 2w,20,36,37 680,404,665 313,974,574 166,605,190 157,399,494
Taxes payable 2v,21b 74,969,152 69,858,425 37,844,822 43,451,998
Due to related parties 2h,2w,34,
36,37,43a 329,869,706 304,212,794 290,707,658 203,202,788
Deposits received 2r,2t,2w,23,
35,36,37
Related parties 2h,34 7,579,474 19,101,125 4,739,232 -
Third parties 2,996,470,931 3,569,989,568 2,325,742,472 1,493,421,418
Unearned revenues 2n,2r,24 221,522,635 192,195,100 194,934,791 123,791,788
Current maturities of long-term debts
Loans from banks and
financing institutions 2t,2w,15,
36,37 129,497,908 131,225,709 195,556,333 171,636,980
Obligations under finance lease 2n,2w,16,36,37 149,029 - - -
Bonds payable and sukuk ijarah 2w,2aa,17,36,37 - 299,315,736 - -
Short-term employee 2s,2w,
benefits liabilities 22,36,37 3,854,690 4,861,497 1,997,613 2,717,030
Total current liabilities 4,971,943,289 5,197,489,997 3,572,428,037 2,407,673,725
NON-CURRENT LIABILITIES Long-term debts - net of current
maturities:
Loans from banks and financing
institutions 2w,15,
36,37 1,177,096,330 678,349,218 593,281,306 300,161,463
Obligations under finance lease 2n,2w,16,36,37 112,670 - - -
Bonds payable and sukuk ijarah 2w,2aa,17,36,37 - - 298,499,099 297,652,024
Due to related parties 2h,2w,34,36 25,971,000 18,621,000 1,000 -
Long-term employee benefits
liabilities 2s,22 87,870,365 75,018,589 55,580,894 38,968,269
Deposits received 2r,2t,2w,23,
35,36
Related parties 2h,34 8,586,500 - 18,943,350 3,413,206
Third parties 2,296,273,760 1,059,043,500 1,071,264,254 896,500,580
Unearned revenues 2n,2r,24 58,705,624 20,365,910 10,616,181 35,996,632
Deferred tax liabilities - net 2v,21f 1,831,739 1,364,521 1,460,610 1,539,907
Derivative liability 2w,40 - - - 201,204
Other non-current financial liabilities 2w,36,37,39b 7,946,970 10,734,092 - -
Total non-current liabilities 3,664,394,958 1,863,496,830 2,049,646,694 1,574,433,285
TOTAL LIABILITIES 8,636,338,247 7,060,986,827 5,622,074,731 3,982,107,010
(12)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
3
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION(continued)
June 30, 2013 and December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah, unless otherwise stated)
December 31,
Notes June 30, 2013 2012 2011 2010
EQUITY
EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT ENTITY Capital stock
Authorized - 25,000,000,000 shares as of June 30, 2013 and December 31, 2012 and 10,000,000,000 shares as of December 31, 2011 and 2010 at par value
of Rp100 (full amount) per share
Issued and fully paid - 7,213,390,840 shares as of June 30, 2013 and December 31, 2012 and 6,873,140,840 shares
as of December 31, 2011 and 2010 1b,26,27 721,339,084 721,339,084 687,314,084 687,314,084
Additional paid-in capital 1b,1i,2q,
26,27 744,335,399 744,335,399 245,412,060 245,412,060
Differences from transactions
with non-controlling interests 1j 1,984,397 1,984,397 - -
Retained earnings
Appropriated - general reserve 28 57,700,058 49,779,199 45,892,133 43,557,354
Unappropriated 2,414,911,783 2,121,422,718 1,485,577,897 1,163,603,329
Equity Attributable to
Owners of the Parent Entity 3,940,270,721 3,638,860,797 2,464,196,174 2,139,886,827
Non-controlling Interests 2b,25 175,939,693 176,539,061 12,903,776 17,646,601
TOTAL EQUITY 4,116,210,414 3,815,399,858 2,477,099,950 2,157,533,428
TOTAL LIABILITIES AND EQUITY 12,752,548,661 10,876,386,685 8,099,174,681 6,139,640,438
(13)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
4
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Six-Month Periods Ended June 30, 2013 and 2012 (unaudited) and
Years Ended December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah, unless otherwise stated)
Six-Month Periods Years Ended
Ended June 30, December 31,
2012
Notes 2013 (unaudited) 2012 2011 2010
NET REVENUES 2h,2r,30,34,
38 1,923,857,930 1,527,329,212 3,463,163,272 2,359,330,713 1,700,832,417
COST OF SALES AND
DIRECT COSTS 2r,31 (817,476,125) (779,989,132) (1,871,176,367) (1,312,185,440) (947,778,293)
GROSS PROFIT 1,106,381,805 747,340,080 1,591,986,905 1,047,145,273 753,054,124
Selling expenses 2r,32 (107,725,600) (95,064,161) (148,319,541) (125,728,711) (92,694,015)
General and administrative
expenses 2r,32 (295,207,392) (207,286,381) (459,512,859) (354,283,980) (277,313,115)
Other operating income 2l,2m,2r 16,093,629 13,373,804 33,748,826 26,158,762 28,799,979
Other operating expenses 2l,2m,2r (8,562,221) (93,042) (7,001,905) (28,816,776) (12,861,211)
INCOME FROM
OPERATIONS 710,980,221 458,270,300 1,010,901,426 564,474,568 398,985,762
Finance income 2r,2t,2w 61,430,208 28,247,176 83,777,232 62,645,588 44,810,897
Finance costs 2r,33 (57,947,979) (57,801,135) (108,283,955) (96,204,425) (99,885,532)
PROFIT BEFORE
INCOME TAX EXPENSE 714,462,450 428,716,341 986,394,703 530,915,731 343,911,127
INCOME TAX EXPENSE 2v,21d,
21g (105,476,088) (86,303,800) (194,308,738) (142,209,087) (109,574,488)
PROFIT FOR THE YEAR 608,986,362 342,412,541 792,085,965 388,706,644 234,336,639
OTHER COMPREHENSIVE
INCOME - - - - -
TOTAL COMPREHENSIVE
INCOME FOR THE YEAR 608,986,362 342,412,541 792,085,965 388,706,644 234,336,639
PROFIT FOR THE YEAR ATTRIBUTABLE TO:
Owners of the Parent Entity 611,585,730 345,994,718 797,814,126 392,019,495 233,477,896
Non-controlling interests 2b,25 (2,599,368) (3,582,177) (5,728,161) (3,312,851) 858,743
NET 608,986,362 342,412,541 792,085,965 388,706,644 234,336,639
TOTAL COMPREHENSIVE INCOME FOR THE YEAR ATTRIBUTABLE TO:
Owners of the Parent Entity 611,585,730 345,994,718 797,814,126 392,019,495 233,477,896
Non-controlling interests 2b,25 (2,599,368) (3,582,177) (5,728,161) (3,312,851) 858,743
NET 608,986,362 342,412,541 792,085,965 388,706,644 234,336,639
EARNINGS PER SHARE ATTRIBUTABLE TO OWNERS OF THE PARENT ENTITY
(full amount) 2x,26,42 42.39 25.17 57.45 28.52 17.38
(14)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
5
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY Six-Month Periods Ended June 30, 2013 and 2012 (unaudited)
and Years Ended December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah)
Equity Attributable to Owners of the Parent Entity
Differences from Retained earnings
Issued and Additional transactions with fully paid paid-in non-controlling Appropriated - Non-controlling Total Notes capital stock capital interests reserve fund Unappropriated Total Interests Equity
Balance as of December 31, 2012 721,339,084 744,335,399 1,984,397 49,779,199 2,121,422,718 3,638,860,797 176,539,061 3,815,399,858
Appropriation for general reserve 28 - - - 7,920,859 (7,920,859) - - -
Cash dividend 29 - - - - (310,175,806) (310,175,806) - (310,175,806 )
Total comprehensive income for the six-month period
ended June 30, 2013 - - - - 611,585,730 611,585,730 (2,599,368 ) 608,986,362
Changes in non-controlling interest 25 - - - - - - 2,000,000 2,000,000
Balance as of June 30, 2013 721,339,084 744,335,399 1,984,397 57,700,058 2,414,911,783 3,940,270,721 175,939,693 4,116,210,414
(15)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
6
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (continued) Six-Month Periods Ended June 30, 2013 and 2012 (unaudited)
and Years Ended December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah)
Equity Attributable to Owners of the Parent Entity
Differences from Retained earnings
Issued and Additional transactions with fully paid paid-in non-controlling Appropriated - Non-controlling Total Notes capital stock capital interests reserve fund Unappropriated Total Interests Equity
Balance as of December 31, 2011 687,314,084 245,412,060 - 45,892,133 1,485,577,897 2,464,196,174 12,903,776 2,477,099,950
Appropriation for general reserve 28 - - - 3,887,066 (3,887,066) - - -
Cash dividend 29 - - - - (158,082,239) (158,082,239) - (158,082,239 )
Total comprehensive income for the six-month period
ended June 30, 2012 - - - - 345,994,718 345,994,718 (3,582,177 ) 342,412,541
Changes in non-controlling interest 25 - - - - - - 90,758,061 90,758,061
Balance as of June 30, 2012 687,314,084 245,412,060 - 49,779,199 1,669,603,310 2,652,108,653 100,079,660 2,752,188,313
Issuance of capital stock without pre-emptive rights phase I 1b,26,27 34,025,000 493,362,500 - - - 527,387,500 - 527,387,500
Difference in value from transactions of entities
under common control 1j,27 - 5,560,839 - - - 5,560,839 - 5,560,839
Difference from transactions with
non-controlling interests 1j - - 1,984,397 - - 1,984,397 - 1,984,397
Total comprehensive income for the period July 1, 2012 to
December 31, 2012 - - - - 451,819,408 451,819,408 (2,145,984 ) 449,673,424
Changes in non-controlling interest 25 - - - - - - 78,605,385 78,605,385
Balance as of December 31, 2012 721,339,084 744,335,399 1,984,397 49,779,199 2,121,422,718 3,638,860,797 176,539,061 3,815,399,858
(16)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
7
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (continued) Six-Month Periods Ended June 30, 2013 and 2012 (unaudited)
and Years Ended December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah)
Equity Attributable to Owners of the Parent Entity
Differences from Retained earnings
Issued and Additional transactions with fully paid paid-in non-controlling Appropriated - Non-controlling Total Notes capital stock capital interests reserve fund Unappropriated Total Interests Equity
Balance as of December 31, 2009 643,680,064 49,058,969 - 41,883,927 983,153,942 1,717,776,902 7,021,126 1,724,798,028
Exercise of warrants 1b,25,26 43,634,020 196,353,091 - - - 239,987,111 - 239,987,111
Appropriation for general reserve 28 - - - 1,673,427 (1,673,427) - - -
Cash dividend 29 - - - - (54,647,222) (54,647,222 ) - (54,647,222 )
Total comprehensive income for the year - - - - 233,477,896 233,477,896 858,743 234,336,639
Changes in non-controlling interest 25 - - - - - - 9,766,732 9,766,732
Transition adjustment on applying Statement of Financial
Accounting Standards (PSAK) No.55 (Revised 2006), “Financial Instruments: Recognition
and Measurement” 2w - - - - 3,292,140 3,292,140 - 3,292,140
Balance as of December 31, 2010 687,314,084 245,412,060 - 43,557,354 1,163,603,329 2,139,886,827 17,646,601 2,157,533,428
Appropriation for general reserve 28 - - - 2,334,779 (2,334,779) - - -
Cash dividend 29 - - - - (68,731,408) (68,731,408 ) - (68,731,408 )
Total comprehensive income for the year - - - - 392,019,495 392,019,495 (3,312,851 ) 388,706,644
Changes in non-controlling interest 25 - - - - - - (1,429,974 ) (1,429,974 )
Transition adjustment on applying PSAK No.22 (Revised 2010),
“Business Combination” 2c,19 - - - - 1,021,260 1,021,260 - 1,021,260
Balance as of December 31, 2011 687,314,084 245,412,060 - 45,892,133 1,485,577,897 2,464,196,174 12,903,776 2,477,099,950
(17)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
8
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Six-Month Periods Ended June 30, 2013 and 2012 (unaudited)
and Years Ended December 31, 2012, 2011 and 2010 (Expressed in thousands of rupiah)
Six-Month Periods Years Ended
Ended June 30, December 31,
2012
Notes 2013 (unaudited) 2012 2011 2010
CASH FLOWS FROM OPERATING ACTIVITIES
Cash receipts from customers 2,599,537,878 2,160,797,023 4,635,916,582 3,485,801,616 2,791,696,602
Cash payments to:
Suppliers (1,635,582,239) (1,372,285,168) (2,800,209,600) (2,032,010,863) (1,632,801,582)
Employees (228,397,290) (176,418,315) (309,559,287) (238,636,666) (192,508,947)
Cash payments
for other operating expenses (146,601,280) (103,229,187) (61,316,169) (217,559,938) (94,371,487 )
Receipts of interest income 61,022,831 28,247,176 83,072,874 61,442,689 44,631,894
Payments of:
Income taxes (138,790,276) (93,038,107) (308,274,118) (222,214,587) (161,978,942)
Interest expense (61,681,716) (54,028,284) (107,030,548) (87,120,138) (100,278,699)
Net cash provided by
operating activities 449,507,908 390,045,138 1,132,599,734 749,702,113 654,388,839
CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of fixed
assets and investment
properties 12,13 223,575 187,050 1,014,962 1,409,762 1,883,159
Acquisitions of fixed assets
and investment properties 12,13,44 (392,589,683) (181,310,484) (657,694,825) (599,030,376) (213,107,789)
Payment of advances for
investment 11 (53,224,279) - (106,448,559) (155,062,000) -
Collection of amount due
from related parties 33 (220,833) 2,095,718 2,286,124 3,139,804 2,311,025
Partial collection from sale of investment - - - - 1,354,223
Decrease in other assets - - - - 74,562
Net cash used in investing
activities (445,811,220) (179,027,716) (760,842,298) (749,542,810) (207,484,820)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of loans from banks 624,999,750 138,348,717 214,869,716 503,558,797 41,500,000
Receipt of advances from
related parties 33 33,006,912 100,802,688 32,125,136 87,505,870 86,614,615
Release of restricted
time deposits 5,677,443 13,386,225 9,251,566 1,050,074 740,134
Proceeds from non-controlling
Interest 25 2,000,000 90,758,061 176,908,682 - -
Repayment of bonds payable
and sukuk ijarah 17 (300,000,000) - - - -
Repayment of loans from banks and financing
institutions (74,129,667) (120,666,479) (228,034,436) (157,393,887) (275,148,575)
Cash dividends paid by
the Company 29 (722) (57) (157,819,095) (68,612,311) (54,725,599)
Increase in capital stock and
additional paid-in capital - - 527,387,500 - -
Exercise of warrants - - - - 239,987,111
Net cash provided by
financing activities 291,553,716 222,629,155 574,689,069 366,108,543 38,967,686
(18)
These consolidated financial statements are originally issued in the Indonesian language.
The accompanying notes form an integral part of these consolidated financial statements.
9
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
Six-Month Periods Ended June 30, 2013 and 2012 (unaudited) and Years Ended December 31, 2012, 2011 and 2010
(Expressed in thousands of rupiah)
Six-Month Periods Years Ended
Ended June 30, December 31,
2012
Notes 2013 (unaudited) 2012 2011 2010
NET INCREASE IN CASH
AND CASH EQUIVALENTS 295,250,404 433,646,577 946,446,505 366,267,846 485,871,705
CASH AND CASH EQUIVALENTS AT BEGINNING OF
PERIOD/YEAR 4 2,427,999,474 1,482,154,969 1,482,154,969 1,116,886,523 633,169,242
EFFECT OF FOREIGN
EXCHANGE 15 259,000 412,000 (602,000) (999,400) (2,154,424 )
CASH AND CASH EQUIVALENTS AT END
OF PERIOD/YEAR 4 2,723,508,878 1,916,213,546 2,427,999,474 1,482,154,969 1,116,886,523
Cash and cash equivalents consist of:
- Cash on hand 4 2,625,747 1,805,897 2,801,828 1,885,239 1,610,338
- Cash in banks 4 830,569,453 685,607,480 628,346,639 504,018,439 185,071,677
- Time deposits 4 1,890,313,678 1,228,800,169 1,796,851,007 989,997,138 933,801,295
- Overdraft 15 - - - (13,745,847) (3,596,787 )
2,723,508,878 1,916,213,546 2,427,999,474 1,482,154,969 1,116,886,523
(19)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
10 1. GENERAL
a. The Company’s Establishment
PT Summarecon Agung Tbk (the “Company”) was established within the framework of the Domestic Capital Investment Law based on notarial deed No. 308 dated November 26, 1975 of Ridwan Suselo, S.H. The Company’s articles of association was approved by the Ministry of Justice in its Decision Letter No. YA 5/344/6 dated July 12, 1977 and was published in Supplement No. 597 of State Gazette No. 79 dated October 4, 1977. The articles of association has been amended from time to time, the latest amendment of which was made by notarial deed No. 51 dated July 24, 2013 of Fathiah Helmi, S.H., concerning the increase in the Company’s issued and fully paid capital stock through the distribution of bonus shares from the capitalization of additional paid-in capital (Note 26). The amendment was submitted to and acknowledged by the Ministry of Law and Human Right (MLHR) in its Decision Letter No. AHU-AH.01.10-32548 dated August 2, 2013.
According to Article 3 of the Company’s articles of association, its scope of activities comprises development of real estate including the related supporting facilities, provision of services and trading. The Company is domiciled in East Jakarta, and its head office is located in Plaza Summarecon, Jl. Perintis Kemerdekaan No. 42, Jakarta.
The Company started commercial operations in 1976.
PT Semarop Agung is the ultimate parent entity of the Company and Subsidiaries. b. The Company’s Public Offerings
The Chairman of the Capital Market and Financial Institutions Supervisory Agency (BAPEPAM-LK), through his letter No. SI-085/SHM/MK.10/1990 dated March 1, 1990, declared effective at that date, the offering of 6,667,000 Company shares with a par value of Rp1,000 (full amount) per share to the public at an offering price of Rp6,800 (full amount) per share. The Company listed all its issued shares on the Jakarta Stock Exchange on August 14, 1996.
Based on the minutes of the stockholders’ extraordinary meeting which were notarized under deed No. 191 dated June 21, 1996 of Sutjipto, S.H., the stockholders approved the reduction in the par value of the Company’s shares from Rp1,000 (full amount) to Rp500 (full amount) per share. The amendment was acknowledged and recorded by the Ministry of Justice in its Decision Letter No. C2.9225.HT.01.04.TH.96 dated September 27, 1996.
Based on the minutes of the stockholders’ extraordinary meeting which were notarized under deed No. 99 dated June 21, 2002 of Sutjipto, S.H., the stockholders approved the reduction in the par value of the Company’s shares from Rp500 (full amount) to Rp100 (full amount) per share. The amendment was submitted to and acknowledged by the MLHR in its Decision Letter No. C-12844 HT.01.04.TH.2002 dated July 12, 2002.
In 2005, the Company issued additional 93,676,000 shares with a par value of Rp100 (full amount) per share which were subscribed for and fully paid by Valence Asset Limited, British Virgin Islands, at an offering price of Rp775 (full amount) per share. The Company listed all the additional shares issued on the Jakarta Stock Exchange on November 17, 2005. This increase in the issued and fully paid capital stock was made under BAPEPAM Regulation No. IX.D.4., Attachment of the Chairman of BAPEPAM Decision No. Kep-44/PM/1998 dated August 14, 1998 regarding additional shares issuance without pre-emptive rights.
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These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
11 1. GENERAL (continued)
b. The Company’s Public Offerings (continued)
In 2006, the Company distributed 786,881,920 bonus shares with a par value of Rp100 (full amount) per share.
On July 7, 2007, the Company’s Registration Statement to offer its First Limited Public Offering of Rights to the Stockholders with the Issuance of Pre-emptive Rights, totaling 459,014,453 new shares and a maximum of 229,507,226 Series I Warrants was declared effective. The Company listed all such new shares on the Indonesia Stock Exchange.
In June 2008, the Company distributed 3,217,893,796 bonus shares with a par value of Rp100 (full amount) per share.
In June 2010 and December 2009, 436,340,202 and 1,013,046 Series I Warrants were exercised, respectively.
In 2012, the Company issued 340,250,000 new shares with a nominal value of Rp100 (full amount) per share through the issuance of capital stock without pre-emptive rights phase I with minimum exercise price of Rp1,550 (full amount) per share, increasing the Company's issued and fully paid capital stock from 6,873,140,840 shares to 7,213,390,840 shares.
c. Commissioners, Directors, Audit Committee and Employees
The composition of the Company's Boards of Commissioners and Directors as of June 30, 2013 is as follows:
Board of Commissioners Board of Directors
President Commissioner : Soetjipto Nagaria President Director : Johanes Mardjuki
Commissioner : Harto Djojo Nagaria Director : Lexy Arie Tumiwa
Independent Commissioner : H. Edi Darnadi Director : Liliawati Rahardjo
Independent Commissioner : Esther Melyani Homan Unaffiliated Director : G. E. Lilies Yamin
Director : Soegianto Nagaria
Director : Herman Nagaria
Director : Yong King Ching
Director : Adrianto Pitoyo Adhi
Director : Sharif Benyamin
The composition of the Company's Boards of Commissioners and Directors as of December 31, 2012 and 2011 is as follows:
Board of Commissioners Board of Directors
President Commissioner : Soetjipto Nagaria President Director : Johanes Mardjuki
Commissioner : Harto Djojo Nagaria Director : Lexy Arie Tumiwa
Independent Commissioner : H. Edi Darnadi Director : Liliawati Rahardjo
Independent Commissioner : Esther Melyani Homan Unaffiliated Director : G. E. Lilies Yamin
Director : Soegianto Nagaria
Director : Herman Nagaria
Director : Yong King Ching
(21)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
12 1. GENERAL (continued)
c. Commissioners, Directors, Audit Committee and Employees (continued)
The composition of the Company's Boards of Commissioners and Directors as of December 31, 2010 is as follows:
Board of Commissioners Board of Directors
President Commissioner : Soetjipto Nagaria President Director : Johanes Mardjuki
Commissioner : Harto Djojo Nagaria Director : Lexy Arie Tumiwa
Commissioner : Sumantri Gangga Director : Liliawati Rahardjo
Independent Commissioner : H. Edi Darnadi Unaffiliated Director : G. E. Lilies Yamin
Independent Commissioner : Esther Melyani Homan Director : Soegianto Nagaria
Director : Herman Nagaria
Director : Yong King Ching
The composition of the Company’s Audit Committee as of June 30, 2013 is as follows:
Chairman : H. Edi Darnadi
Member : Neneng Martini
Member : Poespita Pelangiwati
The composition of the Company’s Audit Committee as of December 31, 2012, 2011 and 2010 is as follows:
Chairman : H. Edi Darnadi
Member : Poespita Pelangiwati
Member : Esther Melyani Homan
For the six-month periods ended June 30, 2013 and 2012 and years ended December 31, 2012, 2011 and 2010, the amounts of gross compensation for the key management (including boards of commissioners and directors) of the Company and Subsidiaries are as follows:
Six-Month Periods Ended Years Ended
June 30, December 31,
2012
2013 (unaudited) 2012 2011 2010
Short-term employee benefits 32,943,051 25,097,696 37,421,266 31,342,189 26,051,069
Post-employment benefits 3,137,297 1,669,854 1,986,409 1,472,512 708,534
Total gross compensation paid
to the key management 36,080,348 26,767,550 39,407,675 32,814,701 26,759,603
The Company and Subsidiaries had 1,583, 1,491, 1,391 and 1,339 permanent employees (unaudited) as of June 30, 2013 and December 31, 2012, 2011 and 2010, respectively.
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(24)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
15
1. GENERAL (continued)
d. Structure of the Company’s Subsidiaries (continued)
Start of Total Assets Before Elimination Commercial
Name of Subsidiaries Domicile Principal Activity Operations 2013 2012 2011 2010
Direct Subsidiaries
BMS Jakarta Property development 2003 25,425,746 24,772,604 23,490,665 22,375,046 SCK Tangerang Property development 2004 3,291,807,160 2,958,570,121 2,015,943,630 1,515,512,690
ADA Tangerang Retail, food and
beverages 2007 2,806,252 2,992,577 3,046,311 - GDO Jakarta Property development 2008 594,734,942 926,639,459 1,025,291,502 1,231,859,221
MAP Jakarta Gas station 2013 19,178,703 17,580,284 - -
CDA Jakarta Property development - 305,106,730 301,379,152 187,641,145 124,534,950 UNP Jakarta Property development - 30,674,730 29,772,028 29,491,883 29,478,506
SPD Jakarta Property development - 1,502,208,514 1,291,806,051 549,895,004 231,419,484 SIP Jakarta Investment property - 1,961,754,922 1,621,212,424 921,602,331 529,673,804
BKS Jakarta Education - 49,982,575 3,039,098 - -
Indirect Subsidiaries Through SPD
ETK * Jakarta Town management 2009 6,504,410 8,044,871 8,730,712 6,585,408 BTK * Bekasi Town management 2012 1,504,412 1,468,495 776,085 - MLP * Jakarta Property development - 28,207,011 27,867,003 9,039,511 - MPP * Bandung Property development - 526,232,392 445,227,845 378,637,192 222,278,026
IJP * Jakarta Property development - 298,888,639 203,910,951 95,333 112,679
ORC * Jakarta Property development - 2,464,326 2,454,790 2,427,578 2,393,372
MIC Jakarta Property development - 203,243,730 185,367,397 100,665 25,000
BPA Tangerang Property development - 47,355,120 46,462,830 59,987 -
DSA Jakarta Property development - 238,142,894 222,612,891 - -
SMI Samarinda Property development - 22,363,846 20,683,083 - -
SSI Tangerang Property development - 249,795 250,000 - -
BEM Jakarta Property development - 125,881,631 110,554,238 - -
WKS Jakarta Property development - 108,720,716 103,683,487 - -
KJM Jakarta Property development - 31,978,825 5,019,830 - -
GSA Jakarta Property development - 101,953,052 92,249,672 - -
TMB Jakarta Property development - 2,515,747 - - -
ACA Jakarta Property development - 5,034,746 - - -
GSP Jakarta Property development - 5,000,000 - - -
* In 2010 and 2011, ETK, BTK, MLP, MPP, IJP and ORC were direct subsidiaries of the Company. Since 2012, they became direct subsidiaries of SPD (Note 1i).
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These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
16
1. GENERAL (continued)
d. Structure of the Company’s Subsidiaries (continued)
Start of Total Assets Before Elimination Commercial
Name of Subsidiaries Domicile Principal Activity Operations 2013 2012 2011 2010
Indirect Subsidiaries Through SIP
LMD ** Tangerang Investment property 2006 894,122,723 844,856,223 780,737,561 429,649,522 SPM** Jakarta Property management 2007 3,631,916 3,171,744 2,217,133 2,130,473 SHO ** Jakarta Hotel 2010 97,236,362 103,000,689 105,431,307 91,049,952 MOJ ** Jakarta Investment property 2013 825,511,696 439,194,363 23,200,997 2,521,360
SBI ** Jakarta Investment property - 315,145,424 222,913,449 9,999,880 4,297,496
BIP Bali Investment property - 4,217,976 4,216,655 4,226,495 3,618,560
BID Bali Investment property - 50,361,037 52,225,730 5,669,192 35,322
BJI Bali Investment property - 595,257 604,347 600,141 -
BPP Bali Investment property - 125,222,976 1,015,372 - -
PJA (Note 1j) Bali Investment property - 180,169,931 167,422,335 - -
HPJ (Note 1j) Bali Hotel - 2,331,606 2,833,618 - -
KIP Tangerang Investment property - 63,118,803 8,001,255 - -
DMP Jakarta Investment property 2013 4,233,679 - - -
Indirect Subsidiaries Through SCK
BKV Tangerang Hospital 2011 79,812,596 80,915,763 74,950,750 40,529,028
JBA Tangerang Property development - 69,910,367 68,396,928 67,117,946 65,362,705
STK Tangerang Town management - 10,605,656 13,085,190 1,899,833 500,000
PCC Tangerang Property development - 238,997,235 153,823,670 8,743,131 -
SUP (Note 1h) Tangerang Property Development - 138,730,575 18,088,799 6,000,000 - MBI (Note 1h)
Tangerang Property development - 84,882,155 129,250,253 250,000 -
MPI Tangerang Property development - 36,420,043 4,974,335 1,000,000 -
** In 2010 and 2011, LMD, SPM, SHO, MOJ and SBI were direct subsidiaries of the Company. Since 2012, they became direct subsidiaries of SIP (Note 1i).
In 2010, the Company established new direct Subsidiaries, MPP, MIC, SBI, IJP, SPD and SIP, and new indirect Subsidiaries, STK, BIP and BID, through other existing Subsidiaries.
In 2011, the Company established a new direct Subsidiary, PT Bekasi Tatanan Kota (BTK), and new indirect Subsidiaries, BPA, BJI, PCC and MPI, through other Subsidiaries.
In 2012, the Company established new direct Subsidiaries, MAP, BKS and new indirect Subsidiaries, SMI, SSI, BEM, WKS, KJM, GSA, BPP and KIP, through other Subsidiaries.
In 2013, the Company established new indirect Subsidiaries, TMB, ACA, GSP and DMP through other Subsidiaries.
As of June 30, 2013, CDA, UNP, SPD, SIP, BKS, MLP, MPP, IJP, ORC, MIC, BPA, DSA, SMI, SSI, BEM, WKS, KJM, GSA, TMB, ACA, GSP, SBI, BIP, BID, BJI, BPP, PJA, HPJ, KIP, DMP, JBA, STK, PCC, SUP, MBI and MPI have not yet started their commercial operations.
(26)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
17
1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries PT Multi Abadi Prima (MAP)
In 2012, MAP was established with capital stock of Rp50,000,000, of which Rp15,000,000 was subscribed and fully paid by the stockholders. The Company acquired 14,999,999 shares for Rp14,999,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99999% ownership. The establishment of MAP was notarized under notarial deed No. 23 dated February 8, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-10102.AH.01.01.Year 2012 dated February 24, 2012.
PT Summarecon Property Development (SPD)
In 2010, SPD was established with capital stock of Rp100,000, of which Rp25,000 was subscribed and fully paid by the stockholders. The Company acquired 24,999 shares for Rp24,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99600% ownership. The establishment of SPD was notarized under notarial deed No. 50 dated December 14, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-07695.AH.01.01.Year 2011 dated February 16, 2011.
In May 2012, SPD increased its authorized capital stock from Rp100,000 to become Rp500,000,000 and increased its issued and fully paid capital stock from Rp25,000 to become Rp125,000,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 8 dated May 2, 2012 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-28955.AH.01.02.Year 2012 dated May 30, 2012.
In December 2012, SPD increased its authorized capital stock from Rp500,000,000 to become Rp3,500,000,000 and increased its issued and fully paid capital stock from Rp125,000,000 to become Rp855,180,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 99 dated December 21, 2012 of Dewi Himijati Tandika, S.H. No.99 dated December 21, 2012, which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-13468.AH.01.02.Year 2013 dated March 18, 2013.
PT Summarecon Investment Property (SIP)
In 2010, SIP was established with capital stock of Rp100,000, of which Rp25,000 was subscribed and fully paid by the stockholders. The Company acquired 24,999 shares for Rp24,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99600% ownership. The establishment of SIP was notarized under notarial deed No. 49 dated December 14, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-07796.AH.01.01.Year 2011 dated February 16, 2011.
In May 2012, SIP increased its authorized capital stock from Rp100,000 to become Rp100,000,000 and increased its issued and fully paid capital stock from Rp25,000 to become Rp25,000,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 9 dated May 2, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-29517.AH.01.02. Year 2012 dated June 1, 2012.
(27)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
18
1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries (continued) PT Summarecon Investment Property (SIP) (continued)
In December 2012, SIP increased its authorized capital stock from Rp100,000,000 to become Rp2,000,000,000 and increased its issued and fully paid capital stock from Rp25,000,000 to become Rp673,730,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 101 dated December 21, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-11545.AH.01.02.Year 2013 dated March 7, 2013.
PT Bhakti Karya Sejahtera (BKS)
In 2012, BKS was established with capital stock of Rp10,000,000, of which Rp3,000,000 was subscribed and fully paid by the stockholders. The Company acquired 2,999,999 shares for Rp2,999,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99997% ownership. The establishment of BKS was notarized under notarial deed No. 3 dated March 1, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-14910.AH.01.01.Year 2012 dated March 21, 2012.
PT Eskage Tatanan Kota (ETK)
In December 2010, ETK increased its capital stock from Rp2,000,000 to become Rp30,000,000 and increased its issued and fully paid capital stock from Rp500,000 to become Rp9,356,000 with nominal amount of Rp1,000,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 65 dated December 16, 2010 of Dewi Himijati Tandika, S.H. The Company acquired additional 8,856 shares of Eskage for Rp8,856,000, increasing the Company’s ownership from 99.00000% to 99.94656%.
In October 2011, ETK executed a stock split, changing the par value of its shares from Rp1,000,000 (full amount) to become Rp1,000 (full amount) per share. In 2011, the Company acquired additional 4,999 shares of ETK for Rp4,999, increasing the Company’s ownership to 99.99999%.
PT Bekasi Tatanan Kota (BTK)
In 2011, BTK was established with capital stock of Rp2,000,000, of which Rp500,000 was subscribed and fully paid by the stockholders. The Company acquired 499,000 shares for Rp499,000, with nominal amount of Rp1,000 (full amount) per share, representing 99.99980% ownership. The establishment of BTK was notarized under notarial deed No. 29 dated February 10, 2011 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-19808.AH.01.01.Year 2011 dated April 20, 2011.
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(33)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
24 1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries (continued) PT Lestari Mahadibya (LMD)
In December 2012, LMD increased its authorized capital stock from Rp500,000,000 to become Rp2,000,000,000 and increased its issued and fully paid capital stock from Rp363,920,000 to become Rp501,920,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 110 dated December 21, 2012 of Dewi Himijati Tandika, S.H., reaffirmed with deed BAR No. 59 dated January 28, 2013 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-18481.AH.01.02.Year 2013 dated April 10, 2013.
PT Summerville Property Management (SPM)
In December 2010, SPM increased its capital stock from Rp1,000,000 to become Rp17,000,000 and increased its issued and fully paid capital stock from Rp250,000 to become Rp4,287,000 with nominal amount of Rp1,000,000 (full amount) per share. The increase in capital stock was notarized under deed No. 66 dated December 16, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-07116.AH.01.02 dated February 10, 2011. The Company acquired additional 4,037 shares of SPM for Rp4,037,000, increasing the Company’s ownership from 99.20000% to 99.95335%. In October 2011, SPM executed a stock split, changing the par value of its shares from Rp1,000,000 (full amount) to become Rp1,000 (full amount) per share. In 2011, the Company acquired additional 1,999 shares of SPM for Rp1,999, increasing the Company’s ownership to 99.99998%.
In December 2012, SPM increased its issued and fully paid capital stock from Rp4,287,000 to become Rp5,685,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 104 dated December 21, 2012 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-AH.01.10-07153.Year 2013 dated February 28, 2013.
PT Summarecon Hotelindo (SHO)
In December 2010, SHO increased its capital stock from Rp10,000,000 to become Rp200,000,000 and increased its issued and fully paid capital stock from Rp2,500,000 to become Rp56,523,000 with nominal amount of Rp1,000,000 (full amount) per share. The increase in the capital stock was notarized under deed No. 63 dated December 16, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-06582.AH.01.02 dated February 9, 2011. The Company acquired additional 54,023 shares of SHO for Rp54,023,000, increasing the Company’s ownership from 99.96000% to 99.99823%. In October 2011, SHO executed a stock split, changing the par value of its shares from Rp1,000,000 (full amount) to become Rp1,000 (full amount) per share. In 2011, the Company acquired additional 999 shares of SHO for Rp999, increasing the Company’s ownership from 99.99800% to 99.99999%.
PT Makmur Orient Jaya (MOJ)
In December 2012, MOJ increased its issued and fully paid capital stock from Rp2,500,000 to become Rp4,500,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 109 dated December 21, 2012 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-AH.01.10-08142 dated March 7, 2013.
(34)
These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
25 1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries (continued) PT Summarecon Bali Indah (SBI)
In 2010, SBI was established with capital stock of Rp100,000, of which Rp25,000 was subscribed and fully paid by the stockholders. The Company acquired 24,999 shares for Rp24,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99600% ownership. The establishment of SBI was notarized under notarial deed No. 12 dated March 2, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-20432.AH.01.01.Year 2010 dated April 22, 2010.
In December 2010, SBI increased its authorized capital stock from Rp100,000 to become Rp900,000 and increased its issued and fully paid capital stock from Rp25,000 to become Rp231,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 67 dated December 16, 2010 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-06583.AH.01.02.Year 2011 dated February 9, 2011.
In March 2011, SBI increased its authorized capital stock from Rp900,000 to become Rp15,300,000 and increased its issued and fully paid capital stock from Rp231,000 to become Rp3,831,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 3 dated March 1, 2011 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-20344.AH.01.02.Year 2011 dated April 21, 2011.
In November 2012, SBI increased its authorized capital stock from Rp15,300,000 to become Rp250,000,000 and increased its issued and fully paid capital stock from Rp3,831,000 to become Rp73,831,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 87 dated November 19, 2012 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-02804.AH.01.02.Year 2013 dated January 28, 2013.
PT Bali Indah Property (BIP)
In 2010, BIP was established with capital stock of Rp100,000, of which Rp25,000 was subscribed and fully paid by the stockholders. SBI acquired 24,999 shares for Rp24,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99600% ownership. The establishment of BIP was notarized under notarial deed No. 7 dated May 4, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-47724.AH.01.01.Year 2010 dated October 11, 2010.
In March 2011, BIP increased its authorized capital stock from Rp100,000 to become Rp14,500,000 and increased its issued and fully paid capital stock from Rp25,000 to become Rp3,625,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under deed No. 2 dated March 1, 2011 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-20575.AH.01.02.Year 2011 dated April 25, 2011.
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These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
26 1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries (continued) PT Bali Indah Development (BID)
In 2010, BID was established with capital stock of Rp100,000, of which Rp25,000 was subscribed and fully paid by the stockholders. SBI acquired 23,125 shares for Rp23,125, with nominal amount of Rp1,000 (full amount) per share, representing 92.50000% ownership. The establishment of BID was notarized under notarial deed No. 6 dated May 4, 2010 of Dewi Himijati Tandika, S.H.,
and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-48219.AH.01.01.Year 2010 dated October 13, 2010.
In November 2012, BID increased its authorized capital stock from Rp100,000 to become Rp100,000,000 and increased its issued and fully paid capital stock from Rp25,000 to become Rp32,025,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 88 dated November 19, 2012 of Dewi Himijati Tandika, S.H.
PT Bukit Jimbaran Indah (BJI)
In 2011, BJI was established with capital stock of Rp200,000,000, of which Rp50,000,000 was subscribed and fully paid by the stockholders. SBI acquired 35,000,000 shares for Rp35,000,000 with nominal amount of Rp1,000 (full amount) per share, representing 70% ownership. The establishment of BJI was notarized under notarial deed No. 10 dated September 7, 2011 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-52092.AH.01.01.Year 2011 dated October 26, 2011.
In September 2011, BJI decreased its authorized capital stock from Rp200,000,000 to become Rp2,000,000 and increased its issued and fully paid capital stock from Rp50,000,000 to become Rp60,000,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 52 dated September 16, 2011 of Dewi Himijati Tandika, S.H.
PT Bukit Permai Properti (BPP)
In 2012, BPP was established with capital stock of Rp100,000,000, of which Rp25,000,000 was subscribed and fully paid by the stockholders. SBI acquired 17,500,000 shares for Rp17,500,000, with nominal amount of Rp1,000 (full amount) per share, representing 70.00000% ownership. The establishment of BPP was notarized under notarial deed No. 114 dated March 30, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-36902.AH.01.01.Year 2012 dated July 6, 2012.
In September 2012, BPP decreased its authorized capital stock from Rp100,000,000 to become Rp4,000,000 and decreased its issued and fully paid capital stock from Rp25,000,000 to become Rp1,000,000 with nominal amount of Rp1,000 (full amount) per share. The decrease in capital stock was notarized under notarial deed No. 15 dated September 5, 2012 of Dewi Himijati Tandika,
S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-61020.AH.01.02.Year 2012 dated November 30, 2012.
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These consolidated financial statements are originally issued in the Indonesian language.
PT SUMMARECON AGUNG Tbk AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2013 AND DECEMBER 31, 2012, 2011 AND 2010
AND FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2013 AND 2012 (UNAUDITED) AND YEARS ENDED DECEMBER 31, 2012, 2011 AND 2010
(Expressed in thousands of rupiah, unless otherwise stated)
27 1. GENERAL (continued)
e. Changes in Capital Structure of the Subsidiaries (continued) PT Permata Jimbaran Agung (PJA)
In 2010, PJA was established with capital stock of Rp2,500,000, of which Rp625,000 was subscribed and fully paid by the stockholders with nominal amount of Rp1,000 (full amount) per share. The establishment of PJA was notarized under notarial deed No. 83 dated June 22, 2010 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-46059.AH.01.01 Year 2010 dated September 29, 2010.
In July 2012, PJA increased its authorized capital stock from Rp2,500,000 to become Rp500,000,000 and increased its issued and fully paid capital stock from Rp625,000 to become Rp161,994,057 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 17 dated July 4, 2012 of Dewi Himijati Tandika, S.H.,
which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-41549.AH.01.02.Year 2012 dated July 31, 2012.
In September 2012, PJA increased its issued and fully paid capital stock from Rp161,994,057 to become Rp167,118,529 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 45 dated September 18, 2012 of Dewi Himijati Tandika, S.H., which was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-AH.01.10.35937.Year 2012 dated October 3, 2012.
PT Kharisma Intan Properti (KIP)
In 2012, KIP was established with capital stock of Rp10,000,000, of which Rp2,500,000 was subscribed and fully paid by the stockholders. SIP acquired 2,499,999 shares for Rp2,499,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99996% ownership. The establishment of KIP was notarized under notarial deed No. 25 dated March 8, 2012 of Dewi Himijati Tandika, S.H., and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-22380.AH.01.01.Year 2012 dated April 27, 2012.
In December 2012, KIP increased its authorized capital stock from Rp10,000,000 to become Rp25,000,000 and increased its issued and fully paid capital stock from Rp2,500,000 to become Rp6,888,000 with nominal amount of Rp1,000 (full amount) per share. The increase in capital stock was notarized under notarial deed No. 106 dated December 21, 2012 of Dewi Himijati
Tandika, S.H., and was submitted to and acknowledged by the MLHR in his Decision Letter No. AHU-11937.AH.01.02.Year 2013 dated March 11, 2013.
PT Dunia Makmur Properti (DMP)
In 2013, DMP was established with capital stock of Rp10,000,000, of which Rp2,500,000 was subscribed and fully paid by the stockholders. SIP acquired 2,499,999 shares for Rp2,499,999, with nominal amount of Rp1,000 (full amount) per share, representing 99.99996% ownership. The establishment of DMP was notarized under notarial deed No. 39 dated February 15, 2013 of Dewi Himijati Tandika, S.H. and was submitted to and acknowledged by the MLHR in its Decision Letter No. AHU-16890.AH.01.01.Year 2013 dated April 3, 2013.
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39. SIGNIFICANT AGREEMENTS AND COMMITMENTS (continued)
v. On July 30, 2009, SCK entered into a joint operation, known as KSO Summarecon Lakeview (KSO-SL), with TGS and LK. Under the terms of the agreement, the parties agreed to collaborate to develop an area known as East Business Unit Land belonging to TGS. KSO-SL has been appointed as the sole party to develop, sell and manage the East Business Unit Land for a period of 10 years until April 29, 2019. The parties agreed that the net profit of the joint operation shall be distributed to the parties in the following manner: 10% to TGS, 45% to LK and 45% to SCK. However, loss from the KSO operations, if any, shall be borne by SCK and LK in their respective proportions. Subsequently, on March 17, 2010, the parties agreed to change the percentages of profit sharing to become: 5% to TGS, 40% to LK and 55% to SCK.
w. The Company and SCK entered into agreements with each of BCA, OCBC, Permata, BII, Danamon, Mandiri, CIMB, Panin, UOB and BNI whereby these banks agreed to provide housing and apartment loans to the customers of the Company and KSO Summarecon Serpong.
The Company and SCK are required to provide collateral in the form of corporate guarantees and time deposits to temporarily secure the customers’ loans until such time the Company and KSO Summarecon Serpong submit to the respective banks the related certificates of ownership of the land and buildings purchased by the customers (Note 14).
SCK entered into the above agreements on behalf of KSO Summarecon Serpong (a joint operation) (Note 39x).
x. Based on notarial deed No. 39 dated July 21, 2004 of Dewi Himijati Tandika, S.H., SCK entered into a joint operation known as KSO Summarecon Serpong under an agreement with PT Jakartabaru Cosmopolitan (JBC). Under the agreement, both parties agreed to collaborate in developing 400 hectares of land belonging to JBC in Perumahan Gading Serpong Permai, Tangerang. KSO Summarecon Serpong has been appointed as the only party which will plan, release, expand and operate the land, while SCK has been appointed to handle the management of the joint operation and identify financing sources for its operations. Income or loss from operations will be distributed at 70% to SCK and 30% to JBC. This agreement is valid for a period of 10 years until July 20, 2014.
The obligations of JBC in relation to this joint operation include the following, among others: • Provide land to be managed and developed by the parties in KSO Summarecon Serpong • Take responsibility for solving disputes arising from the land development, if any
• Provide the labor requirements of KSO Summarecon Serpong
• Permit SCK to utilize the location license owned by JBC and acquire land ownership over the undeveloped land
• Allow SCK to utilize infrastructure located on the land
• Assist SCK in obtaining the rights over the remaining land by signing the release of land ownership agreements with the individual land owners.
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39. SIGNIFICANT AGREEMENTS AND COMMITMENTS (continued)
The details of assets, liabilities, revenues and expenses of KSO Summarecon Serpong which were proportionally consolidated to SCK’s financial statements (representing 70% sharing ratio) are as follows:
Total Before Elimination
As of June 30, 2013 As of December 31 and for the Years then Ended
and for the Six-Month
Period then Ended 2012 2011 2010
Assets 788,841,605 854,989,047 647,254,484 657,670,569
Liabilities 788,841,605 854,989,047 647,254,484 657,670,569
Revenues 163,718,844 311,590,369 705,244,872 439,126,779
Expenses (16,145,764) (28,522,034) (41,939,261) (48,798,983 )
40. DERIVATIVE INSTRUMENTS
The Company is exposed to market risks, primarily changes in currency exchange rates and interest rates, and uses derivative instruments to hedge the risks in such exposures in connection with its risk management activities. The Company does not hold or issue derivative instruments for trading purposes.
The Company entered into a Cross Currency Interest Rate Swap (CCIRS) transaction with PT Bank ANZ Indonesia to hedge the Company’s US$5 million debt to Resona (Note 15). Under the CCIRS, the Company purchased U.S. dollars with a principal amount of US$5 million from PT Bank ANZ Indonesia on August 31, 2006 for a fixed exchange rate of Rp9,085 to US$1 with a maturity date on June 30, 2011. The Company agreed to pay the rupiah principal amortization amount at the fixed exchange rate according to the scheduled dates, and simultaneously receive the fixed U.S. dollar principal amortization amount. PT Bank ANZ Indonesia agreed to pay the Company monthly interest in U.S.dollars computed at the interest rate of 1 month COLF + 2.30% per annum in 2011 and 2010, in exchange for the Company paying monthly interest to PT Bank ANZ Indonesia in rupiah computed at the rate of 15.35% per annum on the outstanding principal amount. The interest payment period and U.S. dollar interest receipts matched the interest payment period and U.S. dollar interest payment of the Resona loan. The rupiah principal paid by the Company amounted to Rp5,344,124 during 2011 and Rp10,688,248 during 2010 and simultaneously received the U.S dollar principal amounting to US$ $588,236 during 2011 and US$1,176,472 during 2010. The Company recognized the net liability on the CCIRS contract at market value of Rp201,204, which is presented as “Derivative Liability” in the consolidated statement of financial position as of December 31, 2010. The derivative liability was fully paid in 2011.
The CCIRS instrument was not designated as a hedge for accounting purposes and accordingly, the change in the fair value of the CCIRS was recorded as a charge to “Gain (Loss) on Derivative Instrument”, which is presented in the consolidated statements of comprehensive income.
In 2010, the Company was required to provide collateral in the form of time deposits for the CCIRS transaction (Note 14).
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41. LITIGATIONS
The Company and Subsidiaries are involved in several lawsuits as follows:
a. GDO (Defendant) vs. Gloria Tannos (Plaintiff) in relation to booking fee.
On December 17, 2009, the Central Jakarta District Court approved some of the Plaintiff’s claim. On December 29, 2009, the Defendant filed an appeal to the Jakarta High Court. As of August 19, 2013, no decision has been made by the Jakarta High Court.
b. CDA (Defendant) vs. Abdul Thalib Bin Haji Abu Bakar dkk (Plaintiff). In this case, the Plaintiff claimed from 18 parties (including CDA) 139,250 sqm of land. On February 24, 2009, the East Jakarta District Court decided to refuse the Plaintiff’s claim. On May 11, 2010, the Plantiff filed an appeal to the Jakarta High Court. On August 23, 2011, the Jakarta High Court affirmed the decision of the East Jakarta District Court’s decision. Since the Plaintiff has not filed an appeal to the Supreme Court, the Jakarta High Court’s decision has permanent legal force. Then, on March 20, 2013, based on letter from the Central Jakarta District Court regarding discharge petition soil 139,230 sqm of land, the East Jakarta District Court has decided to grant the petition. On March 27, 2013, CDA has filed resistance against the East Jakarta District Court’s decision and on April 5, 2013, the East Jakarta District Court has postponed the execution. As of August 19, 2013, no decision has been made.
c. Kiswantara Partadiredja (Defendant) and BMS (Co-defendant II) vs. Emma Hernasari (Plaintiff) in relation to a dispute between the Plaintiff and Defendant relating to a sale and purchase of a property at Gading Park View. On February 4, 2009, the North Jakarta District Court approved the Plaintiff’s claim. On April 29, 2009, the Defendants filed an appeal to the Jakarta High Court. On November 10, 2010, the Jakarta High Court rejected the Defendant’s appeal and commanded BMS to sign a sale and purchase agreement. Then, Defendant filed an appeal to the Supreme Court through the North Jakarta District Court. On January 28, 2011, the North Jakarta District Court refused to continue the Defendants’ appeal to the Supreme Court, since the appeal did not fulfill formal requirements.
d. The Company (Defendant) and Jakarta Provincial Government through the Mayor of North Jakarta (Co-defendant I) vs. E. Atika dkk (Plaintiff) concerning a claim over approximately 20,283 sqm of land located in Pegangsaan Dua. On March 16, 2011, the North Jakarta District Court decided to refuse the Plaintiff’s claim. On March 30, 2011, the Plaintiff filed an appeal to the Jakarta High Court. On October 3, 2012, the Jakarta High Court has decided to affirm the decision of the North Jakarta District Court. Since the Plaintiff has not filed an appeal to the Supreme Court, therefore, the Jakarta Hight Court’s decision has permanent legal force.
e. The Company (Defendant II), GDO (Defendant I) and the Government of the Republic of Indonesia through the Minister of Internal Affairs, Governor of DKI Jakarta and Supervision and Control of Agency Heads of Jakarta and North Jakarta (Defendant III) vs. Susanto Arfiana Oen (Plaintiff). In this case, the Plaintiff claimed 44 hectares of land of Grand Orchard, located in Pegangsaan Dua. On November 24, 2011, the East Jakarta District Court decided to refuse the Plaintiff’s claim. On December 21, 2011, the Plaintiff filed an appeal to the Jakarta High Court. On June 22, 2012, the Jakarta High Court has decided to affirm the decision of the East Jakarta District Court. On October 8, 2012, Plaintiff filed an appeal to the Supreme Court. As of August 19, 2013, no decision
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41. LITIGATIONS (continued)
g. The Company (Defendant-I) and PT Persada Graha Permai (Defendant-II), also other Defendants vs. R. Bey Ubaydillah (Plaintiff) concerning a claim over approximately 50,495 sqm of land located in Pegangsaan Dua. On January 30, 2013, the East Jakarta District Court refused the claim. Since the Plaintiff has not filed an appeal to the Jakarta High Court, the East Jakarta District Court’s decision has permanent legal force.
h. MLHR (Defendant) and CDA (Defendant intervention) vs. PT Citraputra Lestari (Plaintiff) concerning legality of the MLHR’s decision about the changes in the articles of association of CDA and the receipt of report on the changes. On December 20, 2010, the Jakarta State Administrative Court decided to refuse the Plaintiff’s claim. On December 30, 2010, the Plaintiff filed an appeal to the Jakarta High State Administrative Court. On September 14, 2011, the Jakarta High State Administrative Court decided to affirm the Jakarta State Administrative Court’s decision. On November 23, 2011, the Plaintiff filed an appeal to the Supreme Court. On August 8, 2012, the Supreme Court refused the Plaintiff’s claim.
i. The Company (Defendant) vs Livia Lydia Lai and Kwee Ming Huei (Plaintiffs) in relation to a sale and purchase of land and building located at Kelapa Gading. On January 23, 2013, the North Jakarta District Court refused the claim. Since the Plaintiff has not filed an appeal to the Jakarta High Court, the North Jakarta Court’s decision has permanent legal force.
j. The Company (Defendant) vs Haryati/Tati dkk (Plaintiff) in relation to a land located at Kelapa Gading. On March 20, 2013, the East Jakarta District Court refused the Plaintiff’s claim. Since the Plaintiff has not filed an appeal to the Jakarta High Court, the East Jakarta Court’s decision has permanent legal force.
k. The Company (Defendant) vs Faisol Djausal (Plaintiff) in relation to a claim over approximately 17,000 sqm of land located at Kelapa Gading. On March 21, 2013, the North Jakarta District Court decided to refuse the Plaintiff’s claim because the main subject and object of the case has obtained permanent legal force from the decision of the Court. Since the Plaintiff did not file an appeal to the Jakarta High Court, the North Jakarta District Court’s decision has permanent legal force.
l. The Company (Defendant VII) and CDA (Defendant VI) vs Susanto Arfiana Oen (Plaintiff), also acting as Co-defendants and other Defendants in relation to a claim over approximately 24 hectares of land located in Rawa Terate. On August 9, 2012, the East Jakarta District Court decided to refuse the Plaintiff’s claim. Since the Plaintiff has not filed an appeal to the Jakarta High Court, the East Jakarta Court’s decision has permanent legal force.
The Company’s management believes that the above litigations will not have a material effect and will not influence the going concern status of the Company and that these can be settled in accordance with existing laws.
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42. EARNINGS PER SHARE
The details of earnings per share computation are as follows:
Six-Month Periods Ended June 30, Years Ended December 31,
2012
2013 (unaudited) 2012 2011 2010
Profit for the year attributable to the
owners of the Parent Entity 611,585,730 345,994,718 797,814,126 392,019,495 233.477.896
Weighted average number of shares for calculation of earnings per share Beginning balance before
effect of issuance of
new shares 7,213,390,840 6,873,140,840 6,873,140,840 6,873,140,840 6,436,800,638
Effect of issuance of bonus shares (Notes 2x
and 26) 7,213,390,840 6,873,140,840 6,943,987,415 6,873,140,840 6,717,707,952
Effect of pre-emptive rights
exercised - - 70,846,575 - -
Effect of warrants exercised - - - - 280,907,314
Total 14,426,781,680 13,746,281,680 13,887,974,830 13,746,281,680 13,435,415,904
Earnings per share attributable to owners of the
Parent Entity (full amount) 42,39 25,17 57,45 28,52 17,38
43. EVENTS AFTER REPORTING PERIOD
a. On July 15, 2013, the Company paid dividend from the 2012 earnings amounting to Rp310,175,806 (Note 29) and distributed bonus shares through capitalization of additional paid-in capital amounting to Rp721,339,084 (Note 26).
b. On August 19, 2013, based on amendment of sales and purchase agreements between the Company and SPD and between the Company and SIP, the Company changed the total acquisition price of SPD and SPD from Rp573,616,989 to become Rp441,765,908, decreasing the differences in the value from transactions of entities under common control from Rp154,040,677 to become Rp22,189,596 (Note 1i). This change has no impact on the consolidated financial statements.
44. NON-CASH TRANSACTIONS
Supplementary information to the consolidated statements of cash flows relating to non-cash transactions follows:
Six-Month Periods Ended June 30, Years Ended December 31,
2012
2013 (unaudited) 2012 2011 2010
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44. NON-CASH TRANSACTIONS (continued)
Supplementary information to the consolidated statements of cash flows relating to non-cash transactions follows (continued):
Six-Month Periods Ended June 30, Years Ended December 31,
2012
2013 (unaudited) 2012 2011 2010
Reclassification of inventories to:
Investments properties 22,258,286 22,258,286 22,258,286 - -
Fixed assets - 247,200 247,200 7,051,575 -
Reclassification of undeveloped land
to investment properties - 3,701,938 3,701,938 - -
Capitalization of interest
to investment properties - - 732,292 - -
Reclassification of investment properties to:
Inventories 141,099,458 - - 3,795,859 -
Fixed assets 20,023,542 - - 151,341 -
Acquisition of apartment inventory credited to :
Accrued expenses 187,344,478 - - - -
Fair value adjustment