MEETING AND JOINT MEETING OF BOARD OF DIRECTORS WITH BOARD OF

COMMISSIONERS

1. The Board of Directors must prepare a schedule for the Board of Directors and the Board of Directors meetings by inviting the Board of Commissioners (Joint meeting of the Board of Directors with the Board of Commissioners) for the following year before the end of the fiscal year, and uploaded in the Bank’s website.

2. Meetings of the Board of Directors are held periodically at least 1 (one) time a month or at any time if deemed necessary, or as a whole at least 12 (twelve) times a year.

The Board of Directors meeting may be proposed by 1 (one) or more members of the Board of Directors or based on written request of the Board of Commissioners,

or based on written request from 1 (one) or more shareholders who collectively representing 1/10 (one- tenth) or more of the total number of shares with valid voting rights issued by the Bank.

3. The Board of Directors must hold a Board of Directors meeting by inviting the Board of Commissioners (Joint meeting of the Board of Directors with the Board of Commissioners) periodically at least 1 (one) time in 4 (four) months or 3 (three) times a year.

4. Meetings of the Board of Directors can be held by physical presence or by the use of teleconference, telepresence or through other electronic media.

5. The minimum annual attendance of the meeting is at least 75% (seventy-five percent) which among others must be attended by all members of the Board of Directors.

6. Every policy and strategic decision must be decided through a Board of Directors meeting by taking into account the provisions of the AD and the applicable laws and regulations.

7. Invitations and meeting materials must be submitted to meeting participants in accordance with applicable regulations.

8. In the event that a meeting is held outside the schedule that has been prepared as referred to above, the meeting material is delivered to the meeting participants at least before the meeting is held.

9. The Board of Directors Meeting is led by the President Director, in the event the President Director is vacant or absent or unable to attend, where it is not necessary to be proven to the third party, the Board of Directors meeting will be led by the Vice President Director or a member of the Board of Directors present and elected by the Directors present in a meeting.

10. The Board of Directors Meeting is lawful and entitled to take legal and binding decisions if attended/represented by more than 2/3 (two thirds) of the total members of the Board of Directors.

11. Decisions making in the Board of Directors’ Meeting is conducted based on deliberation to reach consensus.

In the event that consensus is not reached, then the decision is taken by voting based on a vote of “agree” at least 2/3 (two-thirds) of the total members of the Board of Directors present at the meeting.

12. Each member of the Board of Directors present shall be entitled to cast 1 (one) vote and an additional 1 (one) vote for each other member of the Board of Directors he she represents.

13. A member of the Board of Directors may only be represented by another member of the Board of Directors based on a special Power of Attorney made for the purpose of the meeting, provided that the physical absence:

a. Can be calculated in the frequency of physical attendance at meetings of the Board of Directors of the Bank;

b. Invalidate the right to vote in decision-making according to the power granted so that the voting rights are taken into account in the meeting minutes.

14. Members of the Board of Directors who are unable to attend the Board of Directors’ meeting must submit the reasons for their absence to the President Director through the Corporate Secretary.

15. Decisions can be taken through meetings or outside meetings, which is through the circular of the Board of Directors or other acknowledged media, provided that all members of the Board of Directors are required to sign the circular or media concerned.

16. The Board of Directors meeting is attended by the Corporate Secretary, and by other parties either internal or external parties of the Bank, if deemed necessary by the Board of Directors and is related to the agenda of the meeting.

17. Minutes of meetings are prepared and administered by the Corporate Secretary and if the Corporate Secretary is concurrently held by one of the Directors, then minutes of the meeting can be made by Corporate Affairs.

18. Minutes of Board of Directors’ meetings must be signed by all members of the Board of Directors present at the meeting and distributed to all members of the Board of Directors.

19. Minutes of the Board of Directors’ meeting disclose the attendance of each member of the Board of Directors whether physically, teleconference or telepresence.

20. In the event that a Board of Directors meeting is conducted through teleconference, telepresence, or through other electronic media, then it must be followed up with the making of minutes of meetings signed by all members of the Board of Directors present.

21. Minutes of Board of Directors ‘meeting is the valid evidence for members of the Board of Directors and third parties regarding decisions taken at Directors’ meetings.

22. If there are dissenting opinions that occur in a Board of Directors meeting, it must be clearly stated in the minutes of the meeting along with the reasons for the dissenting opinion.

23. The decision of the Board of Directors meeting by inviting the Board of Commissioners must be stated in the minutes of the meeting, signed by all members of the Board of Directors and the Board of Commissioners present, and submitted to all members of the Board of Directors and the Board of Commissioners and the Corporate Secretary.

24. In the event that there are members of the Board of Directors and/or members of the Board of Commissioners who have not signed the minutes of the meeting above, the relevant party must state the reasons in writing in a separate letter attached to the minutes of the meeting.

25. Directors may also adopt valid and binding decisions without holding a Board of Directors meeting, provided that all members of the Board of Directors incumbent give their approval by signing the decision letter containing the relevant proposal (Circular Decision).

26. Circular Decisions have the same power as decisions taken legally at a Board of Directors meeting.

During 2020, due to COVID-19 and the implementation of Work From Home (WFH), most of the Board of Directors’

meetings and joint meetings of the Board of Directors with the Board of Commissioners were held virtually.

The schedule of the Board of Directors’ meeting and the Board of Directors meeting by inviting the Board of Commissioners (joint meeting of the Board of Directors with the Board of Commissioners) for 2020 was scheduled at the end of 2019 and uploaded to the Bank’s website.

AGENDA OF THE MEETINGS OF THE BOARD OF DIRECTORS IN 2020

The meetings of the Board of Directors were originally scheduled to be held at the Kalimantan Meeting Room on the 14^th Floor of Graha CIMB Niaga, Jl. Jend. Sudirman Kav 58, Jakarta. However, since the implementation of the Work From Home (WFH) policy due to the COVID-19, the Meetings of the Board of Directors throughout the period 17 March – 31 December 2020 were held through telepresence (video conference). The agendas discussed in the meetings throughout 2020 were as follows:

No Date Agenda Attendees

1 7 January 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 10 December 2019, 13 December 2019 and 17 December 2019

2. Plan for the 2021 Annual General Meeting of Shareholders (AGM) of CIMB Niaga

3. Consolidated Financial Performance as of December 2019

1. Tigor M. Siahaan 2. Megawati Sutanto^* 3. Vera Handajani 4. John Simon 5. Lani Darmawan 6. Fransiska Oei 7. Pandji P. Djajanegara 8. Rahardja Alimhamzah^**

9. Lee Kai Kwong 2 22 January 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 7 January

2. CIMB Niaga Year-end Audit Results as of 31 December 20192020

3. Risk Profile Q4/2019, Risk-Based Bank Rating (RBBR) H2/2019, and Integrated Risk Profile H2/2019

4. Realization and Supervisory Report of the 2019 Bank Business Plan (RBB) Revision and the 2020 RBB Presentation

5. Subsidiary Corporate Action 6. HR Update on LoG Mobile and MPP 7. Data Governance Monthly Report 8. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji P. Djajanegara 10. Rahardja Alimhamzah^**

11. Lee Kai Kwong 3 4 February 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 22 January

2020 and the Minutes of Joint Meeting of the Board of Directors with the Board of Commissioners on 28 January 2020

2. Recovery Plan Updates

3. Cybersecurity Threat & Capability Review

4. Issuance Proposal of the Shelf Registration Sukuk Mudharabah & the Sustainability/Green Sukuk

5. 2019 Learning Budget Realization

6. The Indonesian National Work Competency System (SKKNI) and the Payment and Management System of Rupiah Currency (SPPUR)

7. Update on the Impact of Flood, Evacuation and Insurance 8. Transformation Updates

9. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji P. Djajanegara 10. Rahardja Alimhamzah^**

11. Lee Kai Kwong

4 18 February 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 4 February 2020

2. Executive Committee (EXCO) Performance and Strategy 3. Approval on External Auditor for the 2020 Financial Year 4. Corporate PD Model PSAK 71

5. Subsidiary Corporate Action Updates 6. TSO Organisation Structure 7. Data Management Monthly Update

8. Corona Virus (COVID-19) Alert Level & Responses 9. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji Djajanegara 10. Rahardja Alimhamzah^**

11. Lee Kai Kwong

No Date Agenda Attendees 5 25 February 2020 1. 2020 Orion Project

2. Plan for Dividend Payment FY 2019 3. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji P. Djajanegara 10. Rahardja Alimhamzah^**

11. Lee Kai Kwong 6 3 March 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 18 February

2020

2. HR Matrix Showcase using Tableau 3. COC + Callback Centralizations & COE RPA 4. Business Continuity Management Update 5. Family Day at Makassar on 7 March 2020 6. SPAPM Sub-Directorate Project Updates 7. BCG Transformation Updates

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. Lani Darmawan 6. Fransiska Oei 7. Hedy Lapian^* 8. Pandji P. Djajanegara 9. Lee Kai Kwong 7 10 March 2020 1. AML & Compliance Updates

2. Consolidated Financial Performance as of February 2020 3. 1 Platform Updates – Tax Management

4. SPAPM Sub-Directorate Updates – Readiness of Thermal Scanner and Space for Split Office

5. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Pandji P. Djajanegara 9. Lee Kai Kwong 8 17 March 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 3 March 2020

2. 2020 Performance Framework & Work From Home 3. Summary of Internal Audit Findings as of February 2020 4. Data Management Montly Update

5. Transformation Project Updates 6. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji P. Djajanegara 10. Lee Kai Kwong 9 31 March 2020 1. Update on CCAL Directorate – Anti-Corruption Policy & Integrity Pact

2. 2020 Additional Capital for Sharia Business Unit 3. Credit Restructuring Program (COVID-19 Impacts)

4. COVID-19 Handling Updates (Business Continuity Management) 5. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian*

9. Pandji P. Djajanegara 10. Lee Kai Kwong 10 7 April 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 17 March

2. Consolidated Financial Performance as of March 20202020 3. Other

1. Tigor M. Siahaan 2. Rita Mas’Oen^* 3. Megawati Sutanto^* 4. Vera Handajani 5. John Simon 6. Lani Darmawan 7. Fransiska Oei 8. Hedy Lapian^* 9. Pandji P. Djajanegara 10. Lee Kai Kwong 11 21 April 2020 1. Confirmation on the Minutes of the Board of Directors Meetings on 31

March 2020 & 7 April 2020 and the Minutes of Joint Meeting of the Board of Directors with the Board of Commissioners on 9 April 2020

2. 1Q 2020 Internal Audit Results

3. RBB Realization Reports - 1^stQuarter 2020 4. 2020 Performance Framework

5. Data Management Monthly Updates

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong

No Date Agenda Attendees 12 5 May 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 21 April 2020

2. Internal Audit Results as of April 2020 3. 2020 Risk Appetite Statements

4. 3D Training Program (Digital, Data, Design) 5. R&R COVID-19: Legal Documentation Review

6. F23 Transformation: Identifying future opportunities in the new normal era 7. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 13 13 May 2020 1. Consolidated Financial Performance as of April 2020

2. 2020 RBB Revision

3. Shelf Registration Sukuk Issuance (Green Sukuk) 4. Proposed Activities during Idul Fitri Holidays 2020 5. Comparison between PC Desktops & Notebook 6. Update on the Impact of COVID-19 on All Credit Lines 7. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 14 19 Mai 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 5 May 2020

2. Activities in Branch Network during Idul Fitri Holiday 2020 3. Budget for Staff Disaster Relief Due to COVID-19 4. Data Management Monthly Updates

5. Transformation Update – Sales Force Tools (SFT) Demo 6. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 15 2 June 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 12 May 2020

& 19 May 2020

2. 2020 Mid-Year Senior Leaders Meeting (SLM) 3. Transformation Project Updates: SME Credit 4. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 16 9 June 2020 1. Consolidated Financial Performance as of May 2020

2. Business Continuity Management: COVID-19 Updates 3. Management Stress Test

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 17 16 June 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 2 June 2020

2. Internal Audit Results as of May 2020 3. 2020 RBB Revision (Final)

4. Data Management Monthly Updates 5. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 18 30 June 2020 1. Follow-up of Senior Leader Meeting (SLM)

2. Other 1. Tigor M. Siahaan

2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 19 2 July 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 9 June 2020

& 16 June 2020

2. Consolidated Financial Performance as of May 2020 (1^st Cut) 3. Value Driver

4. Sharia Non Compliance Risk 5. Transformation Project Updates 6. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 20 21 July 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 30 June 2020

& 7 July 2020

2. Q2 2020 Internal Audit Summary Update & 3Q 2020 Audit Plan

3. Report of Realization and Oversight of RBB Amendment 2^nd Quarter 2020 4. Data Management Monthly Updates

5. Proposal on Additional Budget of Disaster Relief for Affected Staffs & Other Updates from SPAPM Sub-Directorate

6. Update on TSO & Transformation Project

7. Other (Plan for EGM & Procedures for Providing Interest Subsidies for SME

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong

No Date Agenda Attendees 21 4 August 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 21 July 2020

2. SME Business Strategy

3. HR Updates (COVID-19, 2020 Collective Leave & Nomenclature) 4. 2020 Sharia Survey

5. Transformation Project Updates (Consumer & SME Banking) 6. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 22 11 August 2020 1. Application to Convert a Giro Account to a Sharia Account without Changing

the Account Number

2. Data Management Monthly Updates

3. Consolidated Financial Performance as of July 2020 4. Proposed Forward-24 (F24)

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 23 18 August 2020 1. Confirmation on the Minutes of Board of Directors Meeting on 4 August 2020

and the Minutes of Joint Meeting of the Board of Directors with the Board of Commissioners on 24 July 2020.

2. Internal Audit Results Updates as of July 2020 & 2020 Mid-year Audit Plan 3. External Quality Assurance Review Services for Internal Audit Function 4. Audit Plan by PWC for the Financial Year Ending on 31 December 2020 5. Orion Project Updates

6. New Performance Management Framework 7. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong

24 25 August 2020 1. 1H 2020 Compliance Director Updates 2. Q2 2020 Banks Benchmarking 3. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 25 1 September 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 11 August

2020 & 18 August 2020

2. 1 Platform (1P) Settlement– Tax Management 3. Callback Process Improvement

4. SPAPM Sub-Directorate Initiatives

5. HR Application - Your Own Digital Assistant (Y.O.D.A) 6. Plan for 65 Year Celebration of CIMB Niaga 7. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 26 8 September 2020 1. Consolidated Financial Performance as of August 2020

2. BMC Competency Survey Results & Talent Management Updates 3. UUS Spin-off Plan Update

4. Subsidiary Updates - CIMB Niaga Sekuritas (CNS) 5. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 27 15 September 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 25 August

2020 and 1 September 2020

2. Internal Audit Summary as of August 2020 and 2Q 2020 Data Analysis Results 3. Flexible Working Arrangement

4. Sustainability Updates to BMC 5. Data Management Monthly Updates 6. Special Asset Management Updates 7. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 28 22 September 2020 1. CNAF 2024 Strategic Plan

2. Transformation Project Updates 1. Tigor M.Siahaan

2. Vera Handajani 3. Lani Darmawan 4. Fransiska Oei 5. Pandji P. Djajanegara 6. Lee Kai Kwong 29 29 September 2020 1. Regulatory Compliance Management System (RECOM)

2. Other 1. Tigor M. Siahaan

2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong

No Date Agenda Attendees 30 6 October 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 8 September

2020 and 15 September 2020

2. Consolidated Financial Performance (1^st Cut) as of September 2020 3. Transformation Project Updates

4. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 31 13 October 2020 1. Risk Management Updates (2021 Risk Posture & 2021 Management Stress

Test)

2. Tax Management Updates 3. Data Management Monthly Updates 4. OJK Exit Meeting Preparation 5. Other

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 32 20 Oktober 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 22

September 2020, 29 September 2020 and 6 October 2020 2. Internal Audit Results Summary as of September 2020 3. Recovery Plan Updates

4. Q3 2020 RBB Realization and 2021 RBB

1. Tigor M. Siahaan 2. Vera Handajani 3. John Simon 4. Lani Darmawan 5. Fransiska Oei 6. Pandji P. Djajanegara 7. Lee Kai Kwong 33 3 November 2020 1. Confirmation on the Minutes of Board of Directors Meetings on 13 October

2020 and 20 October 2020

2. Update on Loan Workout, Legal Risk & Business Law 3. Future Proof Organization

4. Forward Ways of Working 5. 2020 IT Capex & Forecast Updates 6. Other