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ASSOCIATED ENTITIES, JOINT VENTURES AND SPECIAL PURPOSE VEHICLE (SPV)

Dalam dokumen 2020 Annual Report (Halaman 131-138)

In 2020, CIMB Niaga does not have any Associated Entity, Joint Venture and Special Purpose Vehicle (SPV).

SUBSIDIARY PROFILE

Nama:

PT CIMB Niaga Auto Finance Date of Establishment:

10 December 1981

Legal Basis of Establishment:

Deed No. 48 made before Frederik Alexander Tumbuan, S.H., Notary in Jakarta, as amended by Deed No. 80 on 16 February 1982 and Deed No. 50 on 27 October 1982, under the name PT Saseka Gelora Leasing.

Line of Business:

Financing Company Address:

Jl. Bintaro Utama 9 Blok B9/I No. 15, Bintaro Jaya Sektor IX Pondok Pucung, Pondok Aren, South Tangerang 15229 Tel. : +6221 2788 1800

Fax. : +6221 2788 1900 Call Center : 0804 1 090909 E-mail : info@cnaf.co.id Website : www.cnaf.co.id

Vision:

To become a leading finance company in Indonesia.

“The most profitable multifinance”.

Mission:

Committed to becoming a leading Vehicle Financing Company that provides the best value for all stakeholders, through the best service to customers, strong and mutually beneficial partnership relationships, quality human resources and contributing to society.

CIMB Niaga Auto Finance Profile:

PT CIMB Niaga Auto Finance (“CNAF”) was established on 10 December 1981 under the name PT Saseka Gelora Leasing. Along with business development, in August 1993, CNAF changed its name to PT Saseka Gelora Finance by focusing on leasing.

CIMB Niaga acquired CNAF in 1996 through an investment of 79.65%

shares and simultaneously became the majority shareholder. In 2007, CIMB Niaga increased its ownership portion to 95.91%. In October 2009, in line with CIMB Niaga’s plans to be more serious about working on financing businesses, CNAF made a transformation by changing its business focus from leasing to consumer financing. In August 2010, CNAF changed its name to PT CIMB Niaga Auto Finance.

This name change is also accompanied by a change in the logo.

In mid-2015, CIMB Niaga as the majority shareholder of CNAF and PT Kencana Internusa Artha Finance (“KITAF”) has decided to merge the two with the consideration that the two entities are engaged in the same industry. In this case, CNAF acted as the recipient of the merger after first obtaining approval from the Financial Services Authority (OJK) on 19 November 2015. This Corporate Action was later approved by CNAF’s Extraordinary General Meeting of Shareholders (GMS) on 23 December 2015 and was registered. On the Company Register of the Ministry of Law and Human Rights of the Republic of Indonesia on 23 December 2015. The merger between CNAF and KITAF became effective as of 1 January 2016.

In 2020, CNAF made a logo change from “CIMB Niaga Auto Finance” to the “CIMB Niaga Finance” logo to expand its business scope so that it does not focus on just four-wheeled vehicle financing.

On 1 October 2020, the office address changed to the Bintaro area, South Tangerang.

Board of Commissioners

President Commissioner : Lani Darmawan Commissioner : Koei Hwei Lien

Independent Commissioner : Serena Karlita Ferdinandus Independent Commissioner : Hidayat Dardjat Prawiradilaga Board of Directors

President Director : Ristiawan

Director : Danis V. Bimawan

Director : Kurniawan Kartawinata

Director : Antonius Herdaru D.

Director : M. Imron Rosyadi Nur

CIMB Niaga Sekuritas Profile:

In mid-2017, CIMB Group Holdings Berhad (“CIMBGH”) announced that a wholly owned subsidiary of CIMBGH had entered into a share sale and purchase agreement with China Galaxy International Financial Holdings Limited (“CGIFHL”). CIMBGH and CGIFHL then formulated a strategic partnership for the securities brokerage business unit of CIMBGH.

Based on the agreement, the business unit in the form of Investment Banking at CIMBGH is regionally separated from the scope of strategic partnerships. In relation to this, CIMBGH carried out an internal reorganization of all Investment Banking business units in all of its business areas, including those in Indonesia. The Investment Banking business unit in Indonesia is covered by a new entity, namely PT CIMB Niaga Sekuritas, established in 2018 and currently owned by CIMB Niaga as the majority and/or controlling shareholder of 94.78%

of the company’s total paid-up and issued capital.

PT CIMB Niaga Sekuritas obtained a license to operate a securities company as an Underwriter from the OJK on 11 March 2019. Then, obtained permission from the OJK to carry out other activities, namely as: 1. Financial Advisor to parties other than issuers since 21 May 2019; 2. Arranger for Medium Term Noted and Negotiable Certificate of Deposit on 13 September 2020; and 3. Arranger of Commercial Securities (SBK) as of 30 January 2020.

Currently, PT CIMB Niaga Sekuritas runs its business by focusing on securities underwriting and financial advisory services.

Board of Commissioners

President Commissioner : Frans Rahardja Alimhamzah* Commissioner*** : Jefferi Mahmud Hashim**

Independent Commissioner : Achiran Pandu Djajanto

*) Has resigned effective as of 19 August 2020.

**) Appointed as President Commissioner of the Company effective as of 6 January 2021.

***) Chialmi Dialdestoro Rosalim was appointed as Commissioner of the Company effective as of 6 January 2021.

Board of Directors

President Director : Harry Maryanto Supoyo Name:

PT CIMB Niaga Sekuritas Date of Establishment:

12 March 2018

Legal Basis of Establishment:

Deed No. 26 made by Ashoya Ratam, S.H., M.Kn., Notary domiciled in the Administrative City of South Jakarta which has been ratified based on the Decree of the Minister of Law and Human Rights of the Republic of Indonesia No. AHU-0021378.AH.01.01.TAHUN 2018 dated 20 April 2018 and has been announced in the State Gazette of the Republic of Indonesia No. 14173 of 2018, Supplement to the State Gazette of the Republic of Indonesia No. 69 dated 28 August 2018.

Line of Business:

Securities Company (Underwriter) Address:

Graha CIMB Niaga 28th Floor

Jl. Jend. Sudirman Kav. 52-53, South Jakarta 12190 Tel. : +62 21 5084 7847

Fax. : +62 21 5084 7849

E-mail : corsec@cimbniaga-ibk.co.id Vision:

To become a leading ASEAN company and a major player in the underwriting market and financial advisor to the Indonesian capital market.

Mission:

Facing business competition in today’s increasingly competitive digital era and to support optimal and sustainable growth of the Bank’s performance, CIMB Niaga collaborates with various business partners both at home and abroad.

The cooperation is aimed at increasing the resilience, competitiveness and efficiency of the Bank in achieving the targets set in the Bank’s Business Plan. The various forms of partnerships undertaken by the Bank to provide financial services and various options for access to the best transactions for customers by the end of 2020 are as follows:

1. Bancassurance product partnerships of Sun Life, Sompo, AIA, and CIGNA by utilizing the network and customers as the target market;

2. Mutual fund product marketing partnerships with leading investment managers in Indonesia;

3. Network and card partnerships include VISA, Master, and JCB. This partnership is carried out to expand the coverage of the Bank’s card-based product network. From the card side, we are also co-branding with Accor and Indosat Ooredoo;

4. Partnerships with fintech service providers and market places such as Ovo, Tokopedia, Gojek and others to expand the scope of the Bank’s digital services;

5. Partnership with software licensing providers for various Silverlake applications, this partnership is conducted to support the Bank’s digital network;

6. Business partnerships in the field of Remittances (money transfers) such as MoneyGram International, Speedsend CIMB Malaysia; and

7. Other forms of partnerships made by the Bank in order to expand the business and improve the Bank’s performance in a sustainable manner.

SECURITIES ADMINISTRATION BUREAU PT Bima Registra

Satrio Tower, 9th Floor A2 Jl. Prof. Dr. Satrio Blok C4 Kuningan Setiabudi Jakarta 12950 - Indonesia Tel. : +62 21 2598 4818

Fax. : +62 21 2598 4819 Website : www.bimaregistra.co.id CUSTODIAN

PT Kustodian Sentral Efek Indonesia

Gedung Bursa Efek Indonesia, Tower I, 5th Floor Jl. Jendral Sudirman Kav. 52-53 Jakarta 12190 - Indonesia Tel. : +62 21 515 2855

Fax. : +62 21 5299 1199 Website : www.ksei.co.id PUBLIC ACCOUNTANT FIRM

Tanudiredja, Wibisana, Rintis & Rekan (Affiliated with PriceWaterhouseCoopers in Indonesia)

WTC 3 Jl. Jend. Sudirman Kav. 29-31 Jakarta 12920 – Indonesia

Tel. : +62 21 5099 2901 +62 21 3119 2901 Fax. : +62 21 5290 5555 +62 21 5290 5050 Website : www.pwc.com/id TRUSTEE

PT Bank Permata Tbk

WTC II, 27th Floor, Jl. Jend. Sudirman Kav. 29-31 Jakarta 12920 – Indonesia

Tel. : +62 21 523 7788 Fax. : +62 21 250 0529 Website : www.permatabank.com

CAPITAL MARKET SUPPORTING PROFESSIONAL REGULAR SERVICES IN 2020

Supporting Professional Service Fee

in million Rupiah (including tax) Assignment Period Public Accountant Auditing the Consolidated Financial

Statements for the 2020 Financial Year The total annual audit fee for 2020

is Rp9,396 Financial Year of

2020

Legal Consultant None None None

Appraiser None None None

Notary None None None

In 2020, the Bank did not have any permanent agreement or contract that refers to a specific/periodic assignment (retainer) in order to utilize the services of Legal Consultants, Appraisers and Notaries as Capital Market Supporting Professionals.

ACCESS TO BANK DATA AND INFORMATION Corporate Secretary

Graha CIMB Niaga, 11th Floor

Jl. Jend. Sudirman Kav. 58 Jakarta 12190 - Indonesia Tel. : +62 21 250 5252, 250 5353

Fax. : +62 21 252 6749

E-mail : corporate.secretary@cimbniaga.co.id

NOTARY

Kantor Notaris Ashoya Ratam, S.H., M.Kn

Public Notary and Land Titles Registrar for South Jakarta Administrative City

Jl. Suryo No. 54 Kebayoran Baru Jakarta 12180 – Indonesia Tel. : +62 21 2923 6060

Fax. : +62 21 2923 6070

E-mail : notaris@ashoyaratam.com RATING AGENCY

PT Pemeringkat Efek Indonesia (PEFINDO) Panin Tower Senayan City 17th Floor, Jl. Asia Afrika Lot 19 Jakarta 12170 – Indonesia Tel. : +62 21 7278 2380

Fax. : +62 21 7278 2370 Website : www.pefindo.com PT Fitch Ratings Indonesia

DBS Bank Tower 24th Floor, Suite 2403

Jl. Prof. Dr. Satrio, Kav. 3-5 Jakarta 12940 – Indonesia Tel. : +62 21 2988 6800

Fax. : +62 21 2988 6822 Website : www.fitchratings.co.id

In line with OJK Regulation No. 8/POJK.04/2015 concerning websites of issuers or public companies, CIMB Niaga already has the Bank’s main website, namely www.cimbniaga.co.id, and accessible in the Indonesian language and English. The site is also intended to fulfill the Bank’s commitment to the implementation of Law Number 8 of 1995 concerning the Capital Market and to improve the implementation of good corporate governance, especially for shareholders, customers, society, government, and other stakeholders.

The main CIMB Niaga website has fulfilled the information that must be published in accordance with Article 6 of the Financial Services Authority Regulation (POJK) No. 8/

POJK.4/2015 concerning the Website of Issuers or Public Companies, where the Issuer or Public Company is required to submit the following information:

1. General Information of Issuers or Public Companies 2. Information for Financers or Investors

3. Corporate Governance Information

4. Information on Corporate Social Responsibility

In addition, the Bank’s website also contains other specific information including:

1. Shareholder information up to the ultimate individual shareholder, which can be accessed on the link:

https://investor.cimbniaga.co.id/gcg/shareholding_

structure.html and https://investor.cimbniaga.co.id/

gcg/group.html;

2. Code of Ethics & Employment Conduct, which can be accessed on the link: https://investor.cimbniaga.co.id/

misc/governance-policy/Kode-Etik-dan-Perilaku- Kepegawaian-2019.pdf;

3. Information on the General Meeting of Shareholders (GMS) includes the agenda items discussed in the GMS, summary of the minutes of the GMS, and important date information, namely the date of the announcement of the GMS, the date of the invitation to the GMS, the date of the GMS, the date of the summary of the minutes of the GMS announced, which can be accessed on the link: https://investor.

cimbniaga.co.id/gcg/agm.html in relation with Annual GMS and https://investor.cimbniaga.co.id/gcg/egm.

html in relation with Extraordinary GMS;

4. Annual financial report (last 5 years) and latest quarterly financial report, each of which can be accessed on the link: https://investor.cimbniaga.

co.id/publication_financial_report.html and https://

investor.cimbniaga.co.id/financials_quartely.html;

5. Annual Report and Sustainability Report which can be downloaded via the link: https://investor.cimbniaga.

co.id/ar.html and https://investor.cimbniaga.co.id/

sustainability_reports.html;

6. Profiles of the Board of Commissioners and Board of Directors, which can be accessed via the link: https://

investor.cimbniaga.co.id/gcg/management_team.

html (including information related to the profiles of the Sharia Supervisory Board, Corporate Secretary and Senior Executives);

7. Charter of the Board of Commissioners, Board of Directors, Committees and Internal Audit Unit, each of which can be accessed sequentially at the link:

https://investor.cimbniaga.co.id/misc/BOC/BOC- Charter-2019_Final.pdf, https://investor.cimbniaga.

co.id/misc/BOD/27092019-PIAGAM-DIREKSI-2019- FINAL.pdf, https://investor.cimbniaga.co.id/misc/

DPS/PIAGAM-DPS-2018.pdf, https://investor.

cimbniaga.co.id/gcg/boc_committees.html, and https://investor.cimbniaga.co.id/misc/governance- policy/IA-Charter-2019.pdf;

8. Corporate Governance Policy, which can be accessed via a link: https://investor.cimbniaga.co.id/misc/

governance-policy/2020/Summary-Kebijakan-Tata- Kelola.pdf; and

9. Briefing material for analysts and the media, which can be accessed via a link: https://investor.cimbniaga.

co.id/slides.html.

10. The Bank’s achievements and prospects, contained in the Bank’s Annual Report, can be downloaded via the https://investor.cimbniaga.co.id/ar.html;

11. The Bank shares, accessible via https://investor.

cimbniaga.co.id/stock_chart_interactive.html;

12. Publications of financial performance and financial position, accessible via https://investor.cimbniaga.

co.id/home.html; and

13. Awards and Certifications, accessible via https://

investor.cimbniaga.co.id/misc/Award-ID.pdf.

In line with POJK No. 8/POJK.4/2015, the CIMB Niaga website is regularly updated with important information, including:

1. Home

Contains various information on the Bank’s products and services for customers including Digital Banking services and CIMB Niaga’s promotion programs, which are presented on the main website www.cimbniaga.

co.id. The homepage also provides information on the latest offers, foreign exchange rates, the latest news & information as well as the announcements. In addition, the Career and About Us bar menu can be accessed directly from the Homepage.

2. About Us

This menu bar contains a selection of general information regarding Investor Relations, Corporate Governance and CIMB Niaga Cares which can be accessed directly through the microsite integration investor.cimbniaga.co.id. This page also contains information about the Company’s history, milestone, activities and business licenses of the Bank.

3. Investor Relations

This menu bar contains choices of Financial Information, Dividend Information, Stock/Bond Information, News & Events and Information Requests which can be accessed through the microsite integration investor.cimbniaga.co.id.

Several important reports such as: Annual Reports, Sustainability Reports, Consolidated Financial Reports, Quarterly Financial Reports, Monthly Financial Reports, and other related information can be accessed in the Financial Information menu option.

4. Corporate Governance

This GCG Homepage contains complete information regarding CIMB Niaga’s Corporate Governance with the menu bar options About Us, Management, GMS, GCG Structure, GCG Report, ASEAN Corporate Governance Scorecard, Disclosure, and Other Information, which can be accessed on the microsite integration investor.cimbniaga.co.id. Through this GCG Homepage, the public can find out information about the GCG practices that have been carried out by CIMB Niaga, as below:

a. About Us: CIMB Niaga at a Glance; Vision and Mission of the Bank; Share Ownership Structure and Organizational Structure; Company Group Structure; Affiliated Companies; Ranking;

Appreciation; Sharia Business Unit and Contact Us (name, address, contact number and e-mail as well as head office website).

b. Management: Management Team Profile;

Other information related to the Board of Commissioners and Board of Directors of the Bank (such as supervisory reports, charters, meeting schedules, selection criteria & process, development programs, remuneration policies, and others); Sharia Supervisory Board Report and Charter (DPS); Information related to the Bank’s Corporate Secretary and the Bank’s Internal Audit; Share Transactions by Management; and Declaration of Integrity Pact, Code of Ethics and Anti-Corruption Commitment.

c. General Meeting of Shareholders (GMS): Annual GMS and Extraordinary GMS of the Bank.

d. GCG Structure: Board of Commissioners Committee; Board of Directors Committee, Committee Performance Evaluation; Corporate Governance Policies and Charter; GCG &

Sustainability Unit.

e. GCG Report: Corporate Governance Implementation Report; Sustainability Report; Results of GCG Self-Assessment and Implementation of Corporate Governance Guidelines for Public Companies.

f. ASEAN Corporate Governance Scorecard (ACGS):

ACGS Assessment CIMB Niaga.

g. Disclosure: Investor News and Press Releases of CIMB Niaga.

h. Other Information: Capital Market Supporting Institutions and AML-CFT.

5. CIMB Niaga Care (CSR)

Contains information about the practice of the 4 (four) pillars of Corporate Social Responsibility (CSR) that CIMB Niaga has carried out, namely Education (Education), Community Development and Empowerment, Environment and Philanthropy, as well as the Sharia Business Unit Qardhul Hasan Fund and Contact Us CSR.

Dalam dokumen 2020 Annual Report (Halaman 131-138)