ANY REPRESENTATIONS CONTRARY TO THE MATTERS SHALL BE A VIOLATION OF THE LAW

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ABRIDGED ADDITIONAL INFORMATION

OTORITAS JASA KEUANGAN ("OJK") DOES NOT PROVIDE APPROVAL OR DISAPPROVAL TO AGREE OR NOT TO AGREE TO THIS SECURITY, DOES NOT REPRESENT THE AUTHENTICITY OR ADEQUACY OF THE CONTENTS OF THE ADDITIONAL INFORMATION. ANY REPRESENTATIONS CONTRARY TO THE MATTERS SHALL BE A VIOLATION OF THE LAW.

THE ADDITIONAL INFORMATION IS IMPORTANT AND NEEDS TO GET ATTENTION IMMEDIATELY. IF THERE IS ACTION TO BE TAKEN, IT IS ADVISABLE TO CONSULT WITH A COMPETENT PARTY.

PT BANK CIMB NIAGA TBK ("COMPANY") AND THE LEAD UNDERWRITERS OF SECURITY SHALL BE FULLY RESPONSIBLE FOR THE ACCURACY OF ALL INFORMATION, FACTS, DATA OR REPORT AND THE HONESTY OF OPINIONS CONTAINED IN THIS ADDITIONAL INFORMATION.

THIS PUBLIC OFFERING SHALL CONSTITUTE THE SECURITIES OFFER PHASE 3 OF THE SHELF REGISTRATION PUBLIC OFFERING I THAT HAS BECOME EFFECTIVE.

PT BANK CIMB NIAGA Tbk

Main Business Activity : Banking Services Head Office:

Graha CIMB Niaga, Jl. Jend. Sudirman Kav. 58 Jakarta 12190, Indonesia Phone: (021) 2505252, 2505353

Facsimile: (021) 2505205 www.cimbniaga.com email: corporate.secretary@cimbniaga.co.id

Network Offices:

65 Domestic Branch Offices, 286 Domestic Sub-Branch Offices, 39 Cash Offices (including 33 Digital Lounges),

9 Payment Points (including 3 Syariah cash offices), 27 Mobile Cash, 24 Shariah Branch Offices, and

4,505 ATM Networks including Shariah ATMs.

SHELF REGISTRATION PUBLIC OFFERING OF THE SHELF REGISTRATION SUKUK MUDHARABAH I

WITH TARGET FUNDS IN THE AMOUNT OF RP4,000,000,000,000,- (FOUR TRILLION RUPIAH) IN THE FRAMEWORK OF THE SHELF REGISTRATION PUBLIC OFFERING, THE COMPANY HAS ISSUED

SHELF REGISTRATION SUKUK MUDHARABAH I BANK CIMB NIAGA PHASE I 2018 WITH THE TOTAL PRINCIPAL OF RP1,000,000,000,000,- (ONE TRILLION RUPIAH) IN THE FRAMEWORK OF THE SHELF REGISTRATION PUBLIC OFFERING, THE COMPANY HAS ISSUED

SHELF REGISTRATION SUKUK MUDHARABAH I BANK CIMB NIAGA PHASE II 2019 WITH THE TOTAL PRINCIPAL OF RP2,000,000,000,000,- (TWO TRILLION RUPIAH)

IN THE FRAMEWORK OF THE SHELF REGISTRATION PUBLIC OFFERING, THE COMPANY WILL ISSUE AND OFFER:

THE SHELF REGISTRATION SUKUK MUDHARABAH I BANK CIMB NIAGA PHASE III 2019 WITH THE TOTAL PRINCIPAL OF RP1,000,000,000,000,- (ONE TRILLION RUPIAH) (“SUKUK MUDHARABAH”)

This Sukuk Mudharabah is issued scripless, except for the Sukuk Mudharabah Jumbo Certificate issued in the name of PT Kustodian Sentral Efek Indonesia (“KSEI”) as proof of ownership of Sharia Securities for the benefit of Sukuk Mudharabah Holders which consists of 3 (three) series, as follows:

Series A : The amount of the Series A Sukuk Mudharabah Funds offered is Rp.322,000,000,000,- (three hundred and twenty-two billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 14.50% (fourteen poin five zero percent) of the Revenue Sharing with the profit sharing indication equivalent to 5.80% (five point eight zero percent) per annum. The period of Series A Sukuk Mudharabah is 370 (three hundred seventy) Calendar Days as from the Issuance Date. Payment of Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Amount of Series A Sukuk Mudharabah Funds at maturity date, which is on April 7, 2021.

Series B : The amount of the Series B Sukuk Mudharabah Funds offered is Rp.287,000,000,000,- (two hundred and eighty-seven billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 17.50% (seventeen point five zero percent) of the Revenue Sharing with the profit sharing indication equivalent to 7.00% (seven point zero zero percent) per annum. The period of Series B Sukuk Mudharabah is 3 (three) years as from the Issuance Date. Payment of Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Amount of Series B Sukuk Mudharabah Funds at maturity date, which is on March 27, 2023.

Series C : The amount of the Series C Sukuk Mudharabah Funds offered is Rp.391,000,000,000,- (three hundred and ninety-one billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 18.13% (eighteen point one three percent) of the Revenue Sharing with the profit sharing indication equivalent to 7.25% (seven point two five percent) per annum. The period of Series C Sukuk Mudharabah is 5 (five) years as from the Issuance Date. Payment of Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Amount of Series C Sukuk Mudharabah Funds at maturity date, which is on March 27, 2025.

These Sukuk Mudharabah are offered at 100% (one hundred percent) of the amount of Sukuk Mudharabah Funds. The Revenue Sharing shall be paid quarterly, in accordance with the payment date of Sukuk Mudharabah Revenue Sharing. The first payment of the Revenue Sharing shall be made on June 27, 2019, while the last payment of the Revenue Sharing shall be made on maturity date of each Sukuk Mudharabah series.

IMPORTANT NOTICE

THIS SUKUK MUDHARABAH IS NOT SECURED BY A SPECIFIC COLLATERAL, BUT SECURED BY ALL THE COMPANY’S ASSETS BOTH MOVABLE OR IMMOVABLE, EITHER EXISTING OR WILL EXIST IN THE FUTURE IN ACCORDANCE WITH THE PROVISIONS OF ARTICLE 1131 AND ARTICLE 1132 OF THE INDONESIAN CIVIL CODE.

THE RIGHTS OF THE SUKUK HOLDERS SHALL BE PARIPASSU WITHOUT PREFERENT WITH THE RIGHTS OF OTHER CREDITORS OF THE COMPANY ACCORDING TO THE PREVAILING LAWS AND REGULATIONS.

THE COMPANY DOES NOT DEDUCT ZAKAT FROM THE REVENUE SHARING OF SUKUK MUDHARABAH OBTAINED BY THE SUKUK MUDHARABAH HOLDER.

BUY BACK OF SUKUK MUDHARABAH CAN ONLY BE MADE 1 (ONE) YEAR AFTER THE ALLOTMENT DATE FROM UNAFFILIATED PARTIES AND IS INTENDED AS REPAYMENT OR RETAINED FOR LATER RESALE AT MARKET PRICE. FURTHER INFORMATION ABOUT BUY BACK OF SUKUK MUDHARABAH CAN BE SEEN IN CHAPTER I OF THE ADDITIONAL INFORMATION.

THE COMPANY ONLY ISSUES SUKUK MUDHARABAH JUMBO CERTIFICATE REGISTERED IN THE NAME OF PT KUSTODIAN SENTRAL EFEK INDONESIA ("KSEI") AND WILL BE DISTRIBUTED IN THE ELECTRONIC FORM TO BE ADMINISTERED IN COLLECTIVE CUSTODY IN KSEI.

WITH REGARD TO THE ISSUANCE OF THIS SUKUK MUDHARABAH, THE COMPANY HAS OBTAINED THE RESULTS OF RATING FROM PT PEMERINGKAT EFEK INDONESIA (PEFINDO) :

idAAA (sy) (Triple A Syariah)

MORE INFORMATION ON RESULTS OF RATING CAN BE SEEN IN CHAPTER I OF THE ADDITIONAL INFORMATION.

LEAD UNDERWRITERS OF SECURITIES AND UNDERWRITERS OF SECURITIES

PT BAHANA SEKURITAS PT CIMB NIAGA SEKURITAS (Affiliated)

PT MANDIRI SEKURITAS

TRUSTEE PT Bank Permata Tbk.

The recording of Sukuk Mudharabah that will be offered will be made on the Indonesia Stock Exchange MAIN BUSINESS RISK

THE MAIN BUSINESS RISK OF THE COMPANY IS A FINANCING RISK, NAMELY RISK DUE TO FAILURE OF DEBTORS AND/OR OTHER PARTIES IN FULFILLING OBLIGATIONS TO THE COMPANY.

THE RISK THAT MAY BE FACED BY THE BUYER INVESTOR OF SUKUK MUDHARABAH IS NO LIQUIDITY OF SUKUK MUDHARABAH OFFERED IN THIS PUBLIC OFFERING AMONG OTHER THINGS BECAUSE OF THE PURPOSE OF PURCHASING SUKUK MUDHARABAH AS LONG-TERM INVESTMENTS.

INFORMASI TAMBAHAN SUKUK MUDHARABAH BERKELANJUTA I BANK CIMB NIAGA TAHAP II TAHUN 2019

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INDICATIVE SCHEDULE

Effective Date : 8 November 2018

Public Offering Period : 19, 20 & 23 March 2020

Allotment Date : 24 March 2020

Electronic Distribution Date in KSEI : 27 March 2020

Listing Date on Indonesia Stock Exchange : 30 March 2020

PUBLIC OFFERING

NAME OF SUKUK MUDHARABAH

"Shelf Registration Sukuk Mudharabah I Bank CIMB Niaga Phase III 2020”

TYPES OF SUKUK MUDHARABAH

This Sukuk Mudharabah is issued scripless, except for Sukuk Mudharabah Jumbo Certificate issued to be registered in the name of KSEI as proof of debt for the benefit of Sukuk Mudharabah Holder. This Sukuk Mudharabah is registered in the name of KSEI for the benefit of the Account Holder in KSEI, furthermore for the benefit of the Sukuk Mudharabah Holder and is registered on the date of the submission of the Sukuk Mudharabah Jumbo Certificate by the Company to KSEI. Proof of Sukuk Mudharabah ownership for Sukuk Mudharabah Holder is Written Confirmation issued by KSEI, Securities Company or Custodian Bank.

OFFER PRICE

100.00% (one hundred percent) of the Sukuk Mudharabah Fund.

AMOUNT OF FUNDS, REVENUE SHARING AND MATURITY OF SUKUK MUDHARABAH

The amount of Sukuk Mudharabah Funds issued in the first stage shall be in the maximum amount of Rp.1,000,000,000,000 (one trillion Rupiah), consisting of 3 (three) series, as follows:

Series A : The amount of the Series A Sukuk Mudharabah Fund offered is Rp.322,000,000,000,- (three hundred and twenty-two billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 14.50% (fourteen point five zero percent) of the Revenue Sharing with the profit sharing indication equivalent to 5.80% (five point eight zero percent) per annum. The period of Series A Sukuk Mudharabah is 370 (three hundred seventy) Calendar Days as from the Issuance Date. The payment of the Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Total Series A Sukuk Mudharabah Funds when due on April 7, 2021.

Series B : The amount of the Series B Sukuk Mudharabah Fund offered is Rp.287,000,000,000,- (two hundred and eighty-seven billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 17.50% (seventeen point five zero percent) of the Revenue Sharing with the profit sharing indication equivalent to 7.00% (seven point zero zero percent) per annum. The period of the Series B Sukuk Mudharabah is 3 (three) years from the Issuance Date. The payment of the Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Total Series B Sukuk Mudharabah Funds when due on March 27, 2023.

Series C : The amount of the Series C Sukuk Mudharabah Fund offered is Rp.391,000,000,000,- (three hundred and ninety-one billion Rupiah) with the Sukuk Mudharabah Revenue Sharing which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio, where the ratio is 18.13% (eighteen point one three percent) of the Revenue Sharing with the profit sharing indication equivalent to 7.25% (seven point two five percent) per annum. The period of the Series C Sukuk Mudharabah is 5 (five) years from the Issuance Date. The payment of the Sukuk Mudharabah Funds shall be made in full (bullet payment) of 100% (one hundred percent) of the Total Series C Sukuk Mudharabah Funds when due on March 27, 2025.

This Sukuk Mudharabah is offered at a value of 100% (one hundred percent) of the total Sukuk Mudharabah Funds. Revenue Sharing shall be paid quarterly, according to the date of payment of the Sukuk Mudharabah Revenue Sharing. The first payment of the Revenue Sharing shall be made on June 27, 2020 while the last payment of the Revenue Sharing shall be made on the maturity date of each series Sukuk Mudharabah.

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RATIO OF SUKUK MUDHARABAH HOLDER

Is part of the Revenue Sharing that is entitled and must therefore be paid by the Company to the Sukuk Mudharabah Holder in the form of a certain percentage of the Revenue Sharing agreed by the Company to be paid to the Sukuk Mudharabah Holder. The Company shall not deduct zakat on the Sukuk Mudharabah revenue sharing obtained by the Sukuk Holders.

If the Revenue Sharing received by the Sukuk Mudharabah Holder decreases, the Company shall provide part of the portion to the Sukuk Mudharabah Holder (adjustments are made), so that the Sukuk Mudharabah Holder of each series will receive it with the value limit of decrease, which is equal to or more than 0.16% (point one six percent) of the rate of return equivalent to the Revenue Sharing.

If the Revenue Sharing received by the Sukuk Mudharabah Holder increases, the Sukuk Mudharabah Holder of each series shall release part of the portion to the Company (no adjustments are made), so that the Company shall perform its obligation to pay the Profit Share Revenues to the Sukuk Mudharabah Holders in accordance with the value limit of increase, that is equal to or less than 0.11% (zero point one one percent) of the rate of return equivalent to the Revenue Sharing.

Ratio for investors shall be fixed throughout the Mudharabah contract unless agreed upon by Shahibul Mal and Mudharib to be amended in accordance with the terms and procedures for changes in the applicable ratio, with the calculation period for the revenue sharing that are those obtained for one quarterly.

CALCULATION OF REVENUE SHARING FOR SUKUK MUDHARABAH

This Sukuk Mudharabah provides the Revenue Sharing Rate of Sukuk Mudharabah which is calculated based on the multiplication between the Sukuk Mudharabah Holder Ratio and the Revenue Sharing, the calculation of which is based on information from the Company to the Trustee regarding the description of the Revenue Sharing calculation based on quarterly financial statements (unaudited). The Revenue Sharing shall be taken from all portfolio financing using the MMQ agreement which is calculated based on 4 (four) times of the Sukuk Mudharabah funds in Rupiah currency owned by the Company. The Sukuk Revenue Sharing shall be paid every 3 (three) months from the Issuance Date.

The Company shall not deduct zakat on the Sukuk Mudharabah profit sharing obtained by the Sukuk Mudharabah Holder.

PAYMENT OF REVENUE SHARING FOR SUKUK MUDHARABAH

Payment of Revenue Sharing for Sukuk Mudharabah shall be paid by the Company to the Sukuk Mudharabah Holder through the Paying Agent on the Payment Date of the Sukuk Mudharabah Revenue Sharing below. Sukuk Mudharabah Revenue Sharing shall be paid quarterly (3 months) where the first Revenue Sharing shall be paid on June 27, 2020, while the latest Payment of the Sukuk Mudharabah Revenue Sharing for each Sukuk Mudharabah shall be on April 7, 2021 for Series A Sukuk Mudharabah, March 27, 2023 for Series B Sukuk Mudharabah and March 27, 2025 for Series C Sukuk Mudharabah.

The payment schedule for Sukuk Mudharabah Funds and profit sharing for each Sukuk Mudharabah series is as listed in the table below:

Payment: Series A Series B Series C

1 27 June 2020 27 June 2020 27 June 2020

2 27 September 2020 27 September 2020 27 September 2020

3 27 December 2020 27 December 2020 27 December 2020

4 7 April 2021 27 March 2021 27 March 2021

5 - 27 June 2021 27 June 2021

6 - 27 September 2021 27 September 2021

7 - 27 December 2021 27 December 2021

8 - 27 March 2022 27 March 2022

9 - 27 June 2022 27 June 2022

10 - 27 September 2022 27 September 2022

11 - 27 December 2022 27 December 2022

12 - 27 March 2023 27 March 2023

13 - - 27 June 2023

14 - - 27 September 2023

15 - - 27 December 2023

16 - - 27 March 2024

17 - - 27 June 2024

18 - - 27 September 2024

19 - - 27 December 2024

20 - - 27 March 2025

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SUKUK MUDHARABAH TRANSFER UNIT

Sukuk Mudharabah transfer unit shall be Rp1,- (one Rupiah) or multiples thereof.

SUKUK MUDHARABAH TRADING UNIT

Sukuk Mudharabah trading shall be conducted at the Stock Exchange with the terms and conditions as stipulated in the Stock Exchange regulations. The Sukuk Mudharabah trading unit at the Stock Exchange shall be conducted at a value of Rp.5,000,000 (five million Rupiah) and multiples thereof or with a value as stipulated in the regulations of the Stock Exchange and/or Agreement signed by the Company and the Stock Exchange.

MINIMUM AMOUNT OF ORDER

The purchase order of Sukuk Mudharabah must be made in the amount of at least one trading unit of Rp.5,000,000,- (five million Rupiah) and/or multiples thereof.

SUKUK MUDHARABAH SCHEME

The following is an explanation of the Sukuk Mudharabah scheme/structure:

1. The Company as an Issuer will issue Sukuk with Mudharabah contract.

2. At the same time, the Investor will submit funds in the amount of the Sukuk Mudharabah value.

3. The Company, through the Sharia Business Unit (UUS), will use the funds for Islamic financing.

4. The revenue from sharia financing will be proportionally distributed to each funding source in accordance with the proportion of funds originating from Sukuk Mudharabah, Company funds and Third Party funds.

5. Financing revenue which is a portion of the Sukuk fund is shared between the Investor and the Company according to the previously agreed sharing ratio.

6. At the end of the Sukuk Mudharabah period (investment maturity), the Company shall repay the funds to the Investor in the amount of the Sukuk Mudharabah value at the time of issuance.

In accordance with the provisions as stipulated in POJK No. 18/2015, the Company states that:

1. Business activities underlying the Sukuk Mudharabah issuance is not contrary to sharia principles and the Company ensures that during the Sukuk Mudharabah period, the business activities underlying the issuance of Sukuk Mudharabah will not conflict with sharia principles.

2. The type of business, services provided, assets that are the basis of sukuk, contract (akad) and management methods of the Company are not in conflict with sharia principles in the Capital Market. The Company guarantees that during the Sukuk period the assets that become the basis of the Sukuk will not conflict with the Sharia Principles in the Capital Market. The Company's assets which are the basis of the sukuk are all of the Company's sharia financing using Musyarakah Mutanaqisah (MMQ) contract.

3. Source of income which is the basis for calculating payment of revenue sharing, margin, or service fees in accordance with the characteristics of the Sharia Contract. The source of income that is shared is taken from the Rupiah income with the entire portfolio of financing with a MMQ contract through the Company's sharia business unit for a certain amount.

4. The Company has members of the Board of Directors and members of the Board of Commissioners who understand activities that are contrary to sharia principles in the Capital Market.

Musyarakah Mutanaqisah is musyarakah or syirkah whose ownership of assets (goods) or one party's capital (syarik) is reduced

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due to the gradual purchase of a portion of ownership (hishshah) by the other party.

STATEMENT OF SHARIA SUITABILITY FOR SUKUK MUDARABAH IN A PUBLIC OFFERING FROM SHARIA EXPERT TEAM

Based on the Opinion of the Sharia Expert Team on February 27, 2020, the Sharia Expert Team stipulates that the agreement and contract made for the issuance of Sukuk Mudharabah are not contrary to the fatwas of the National Sharia Council - Indonesian Ulema Council and sharia law in general.

SUMMARY OF MUDHARABAH CONTRACT

- The Mudharabah Contract for the issuance of this Sukuk Mudharabah has been approved and signed on March 6, 2020 by the Company and PT Bank Permata Tbk as the Trustee and representatives of the Sukuk Mudharabah Holder.

- Mudharib (the Company) agrees to issue Shelf Registration Sukuk Mudharabah I Bank CIMB Niaga Phase III 2020. The Sukuk Mudharabah Fund will be used to support sharia financing activities.

- Shahibul Mal (Sukuk Holder represented by PT Bank Permata Tbk) hereby agrees to provide Sukuk Funds for Business Activities by Mudharib as mentioned above, with the amount stated in the Sukuk Jumbo Certificate registered on the Stock Exchange and registered in KSEI Collective Custody based on the Agreement Concerning Sukuk Registration at KSEI.

- At the end of the Sukuk Mudharabah period (investment maturity), Mudharib shall repay funds to investors in the amount of the Sukuk Mudharabah value at the time of issuance as determined in the Trustee Agreement.

- Revenues from Mudharib sharia financing activities will be distributed to the Parties in accordance with the Sukuk Holder Ratio.

- Mudharib represents and warrants that Business Activities funded by the Sukuk Funds do not conflict with the Sharia Principles in the Capital Market and/or the prevailing laws and regulations and are not associated with (mu'allaq) with an event in the future that does not necessarily occur.

SECURITY

Sukuk is proof of ownership that has the same value and represents part of the Sukuk investment and therefore it is not guaranteed by special collateral in the form of objects or income or other assets of the Company in any form, and is not guaranteed by any other party. All of the Company's assets, both movable and immovable property, either existing or will exist in the future, except for the Company's assets that have been specifically guaranteed to its creditors, shall become the security for all the Company's obligations to all its creditors that are not specifically guaranteed or without privileges including this Sukuk on a paripassu basis under the Trustee Agreement, pursuant to articles 1131 and 1132 of the Indonesian Civil Code, but without prejudice to the rights of the Sukuk Holder and Trustee arising from the Trustee Agreement.

USE OF FUNDS OBTAINED FROM THE PROCEEDS OF THE SUKUK MUDHARABAH PUBLIC OFFERING

The proceeds from the Sukuk Mudharabah Public Offering, after deducting the Issuance costs, shall be used entirely by the Company to support sharia financing activities.

RATING RESULT OF SUKUK MUDHARABAH

In accordance with POJK No. 7/2017 and Regulation IX.C.11, in the framework of issuing this Sukuk Mudharabah, the Company has obtained a rating result on long-term notes from Pefindo for a period of September 10, 2019 to September 1, 2020 in accordance with its letter No. RC-026/PEF-DIR/II/2020 dated February 18, 2020, with a rating:

idAAA(sy) (Sharia triple A)

The rating company in this public offering shall not an affiliated party to the company either directly or indirectly as defined in the Capital Market Law.

The Company will rank the Sukuk Mudharabah issued every 1 (one) year as long as the obligations of the securities have not been paid off, in accordance with the provisions stipulated in Regulation No. IX.C.11.

The rating reflects very strong support from CIMB Group Holdings Bhd (Group) as controlling shareholders, a very strong business position with an extensive network, as well as a strong liquidity profile and financial flexibility of the Company. However, this rating is still limited by pressure on asset quality and profitability due to challenges in macroeconomic conditions. The rating can be lowered if there is a significant decrease in the level of importance of the Company to the CIMB Group and the level of support of the CIMB Group to the Company.

REPAYMENT FUND OF SUKUK MUDHARABAH (SINKING FUND)

The Company does not provide allowance for fund repayment of Sukuk Mudharabah with consideration to optimize the use of the issuance funds in accordance with the objectives of the planned use of issuance funds.

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SENIORITY RIGHTS OVER SUKUK MUDHARABAH

Based on the agreements signed by the Company in connection with the Issuance Document, the obligations of the Company have a position at least pari passu with other Company’s obligations, either existing or will exist in the future.

THE COMPANY DEFAULT

1. Conditions that may cause the Company to be declared negligent if one or more of the events or things below occur:

a. The Company does not pay Sukuk Funds on the Repayment Date and/or for Revenue Sharing on the Payment Date of Revenue Sharing to Sukuk Mudharabah Holder and the said condition or event takes place continuously for 15 (fifteen) Business Days, after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

b. The company is dissolved or declared in a state of bankruptcy that has permanent legal force, either as a result of business closure or for other reasons;

c. The Commercial Court granted PKPU's application to the Company and the Company did not implement an agreed peace plan in accordance with the applicable laws and regulations;

d. The Company does not implement a moratorium that has been approved and announced in connection with the debt of the Company and/or Subsidiaries that are directly guaranteed by the Company; and the said condition or event takes place continuously for 90 (ninety) Calendar Days, after receipt of a written warning from the Trustee, without the condition being corrected or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

e. The rights, permits and other approvals of the Government of the Republic of Indonesia owned by the Company are canceled or declared invalid, or the Company does not obtain permits or approval required by the provisions of laws and regulations, which materially negatively affects the Company's business continuity and materially affects to the Company’s ability to fulfill the obligations specified in the Trustee Agreement; and the said condition or event takes place continuously for 90 (ninety) Calendar Days, and after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

f. Based on a court order that has legal force, the Company is still required to pay a number of funds to a third party which, if paid, will materially affect the Company's business operations and this obligation is not settled within the period specified in the court decision and the said condition or event takes place continuously for 180 (one hundred eighty) Calendar Days, and after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

g. The Company fails to implement or fails to comply with one of the provisions in the Trustee Agreement which materially may affect the Company's ability to fulfill its obligations under the Trustee Agreement and the said condition or event takes place continuously for 180 (one hundred eighty) Calendar Days, after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

h. The Court or authorized government agency has: (i) confiscated or taken over all or most of the Company’s assets in any way whatsoever, or (ii) taken actions that prevent the Company from carrying out most or all of its business; so that it materially affects the Company’s ability to fulfill its obligations under the Trustee Agreement and the said condition or event takes place continuously for 180 (one hundred eighty) Calendar Days, after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

i. The Company's guarantees regarding the condition or status of the corporation or finance of the Company and/or the management of the Company are materially incompatible with the reality or are not true and the said condition or event takes place continuously for 180 (one hundred eighty) Calendar Days, after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee;

j. The Company is declared negligent in connection with the debt agreement between the Company and one of its creditors beyond the debt based on Sukuk Mudharabah (cross default), either existing or will exist in the future, which results in the amount owed by the Company based on the debt agreement to become billed immediately by the creditor concerned before the time to repay (accelerated repayment), if the payment to the other creditor will materially affect the Company's ability to fulfill its obligations under the Trustee Agreement; and the said condition or event takes place continuously for 15 (fifteen) Business Days, after receipt of a written warning from the Trustee, without the condition being corrected/eliminated or without any remedial efforts to eliminate the said condition, which can be approved and accepted by the Trustee.

2. If there is a condition or an event as referred to in number 1 points a, d, e, f, g, h, i and j above, the Trustee shall be obliged to notify the said condition or event to the Sukuk Holder by making an announcement through 1 (one) Daily Newspaper at the domicile of the Company no later than 3 (three) Business Days after the occurrence of the said condition or event at the expense of the Company.

3. In the event of the occurrence of default as referred to in number 1 points a, d, e, f, g, h, i and j above, the Trustee at its own discretion has the right to notify the RUPSU according to the terms and procedures specified in the Trustee Agreement. In the RUPSU, the Trustee will ask the Company to provide an explanation and steps to be taken by the Company in connection with the default. If the RUPSU cannot accept the explanation and reasons of the Company, then if necessary, the next RUPSU will be held to discuss and decide the steps to be taken against the Company in connection with the Sukuk Mudharabah. If the

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RUPSU decides the Trustee to make billing to the Company, then the Sukuk Mudharabah in accordance with the RUPO's resolution shall become due and within the time specified in the RUPSU's resolution, the Trustee shall make billing the Company.

4. If:

a. the condition or event as referred to in number 1 point b and c above occurs, without notifying the RUPSU, the Trustee has the right to act on the interests of the Sukuk Holder, and by taking into account the provisions regarding the status of Sukuk in the Trustee Agreement, to take resolutions that are considered beneficial for Sukuk Holder including to file a claim in liquidation, to register, to match receivables to the Company's receiver in bankruptcy, and for that the Trustee shall be released from all actions and demands by the Sukuk Holder, with due regard of the laws and regulations.

b. a process to obtain PKPU from the Company occurs, without notifying the RUPSU, the Trustee has the right to act as a representative of a limited special Sukuk Holder to register, to match the receivables to the management appointed by the Commercial Court in the PKPU of the Company, and for that the Trustee shall be released from all actions and demands by the Sukuk Mudharabah Holder, with due regard of the laws and regulations, especially banking regulations.

5. With due regard to the Trustee Agreement, the provisions in number 1 above may not apply if there has been a Force Majeure event, provided that if there is no agreement between the Company and the Trustee regarding Force Majeure as referred to in the definition of Force Majeure in the terms of the Trustee Agreement, then the decision about the Force Majeure event will be conducted by the RUPSU.

The method of settlement of negligent conditions or the Company declared default is as follows:

1) Following the resolution of the RUPSU regarding the method of settlement of negligent conditions or the Company declared default and if the RUPSU decides that the Trustee conducts billing to the Company, the Trustee within the time specified in the RUPSU resolution shall make billing to the Company; or

2) In the event of an event of default as mentioned above, the settlement shall follow the provisions of the Trustee Agreement.

3) In the event that there is an event as referred to in number 2, without notifying the RUPSU, the Trustee has the right to act on behalf of the Sukuk Mudharabah Holder and to make resolutions that are considered beneficial for the Sukuk Holder and for that the Trustee shall be released from all actions and demands by the Sukuk Mudharabah Holder.

GENERAL MEETING OF SUKUK MUDHARABAH HOLDERS (RUPSU)

For the holding of the RUPSU, the required quorum, voting rights and resolution-making shall apply to the provisions below without prejudice to the provisions in the Capital Market regulations and the Securities Exchange regulations at the place where the Sukuk are listed.

With regard to the applicable regulations in the Capital Market field, the RUPSU may be held if:

a. The Sukuk holders both respectively and collectively representing at least more than 20% (twenty percent) of the total Sukuk that have not been paid off (excluding Sukuk owned by the Company and/or Company Affiliates, unless the Affiliate occurs because of ownership or participation of Government capital) submits a written request to the Trustee to hold a RUPSU with the requested agenda by attaching a photocopy of KTUR from KSEI obtained through the Account Holder and showing the original KTUR to the Trustee, provided that effective as of the issuance of KTUR, the Sukuk will be frozen by KSEI a number of Sukuk listed in the KTUR. The revocation of the Sukuk freeze by KSEI can only be made after obtaining a written approval from the Trustee.

b. The Trustee or the OJK or the Company considers it necessary to hold a RUPSU.

If the OJK or the Company deems it necessary to hold a RUPSU, the OJK or the Company shall be obliged to send a request to hold a RUPSU to the Trustee.

Requests for RUPSU by the Sukuk Holder, the Company and OJK, must be submitted in writing to the Trustee and no later than 30 (thirty) Calendar Days after the date of receipt of the request letter, the Trustee is required to call for a RUPSU. In the case that the Trustee rejects the request of the Sukuk Holder or the Company to hold a RUPSU, the Trustee must notify the applicant in writing of the reason for the rejection with a copy to the OJK, no later than 14 (fourteen) Calendar Days after the receipt of the request letter.

Procedure for RUPSU:

a. RUPSU may be held at the Company's place of domicile or other place where Sukuk is listed or other places agreed by the Company and the Trustee.

b. Announcement of RUPSU must be made through 1 (one) Indonesian language daily newspaper with national circulation at the latest within 14 (fourteen) Calendar Days prior to the notice of RUPSU.

c. The notice of the RUPSU shall be made no later than 14 (fourteen) Calendar Days prior to the convening of the RUPSU through 1 (one) Indonesian language daily newspaper with national circulation.

The second or third notice of the RUPSU shall be made no later than 7 (seven) Calendar Days prior to the convening of the second or third RUPSU through 1 (one) Indonesian language newspaper with national circulation and accompanied by information that the first or second RUPSU has been held but did not reach the quorum.

The second or third RUPSU shall be held no sooner than 14 (fourteen) Calendar Days and no later than 21 (twenty one) Calendar Days from the first or second RUPSU.

d. The notice of the RUPSU must explicitly contain the RUPSU plan and disclose information among others:

- date, place and time of the convening of a RUPSU;

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- RUPSU agenda;

- the party who proposed the convening of a RUPSU;

- Sukuk Holders who are entitled to attend and have a vote at the RUPSU; and - quorum needed for the converning and resolution making of the RUPSU.

e. The RUPSU shall be led and chaired by the Trustee and the Trustee is required to prepare the RUPSU event and RUPSU materials and appoint a Notary who must make a minutes of the RUPSU. In the case of the replacement of the Trustee requested by the Company or Sukuk Holder, the RUPSU shall be chaired by the Company or the Sukuk Holder's representative requesting the holding of the RUPSU, and the Company or Sukuk Holder requesting the holding of the RUPSU must prepare the RUPSU event and RUPSU materials and appoint a Notary who must make a minutes of the RUPSU.

f. The Sukuk Holders who are entitled to attend the RUPSU are Sukuk Holders who have KTUR and their names are recorded in the Register of Account Holders issued by KSEI 3 (three) Business Days prior to the date of convening of a RUPSU.

g. Sukuk owned by the Company and/or the Company's Affiliates shall not have voting rights and not be counted in the attendance quorum, unless such Affiliate occurs due to ownership or participation of the Government's capital.

h. The Sukuk Holders, both respectively and represented under a power of attorney, shall have the right to attend the RUPSU and use their voting rights in accordance with the number of Sukuk they have and the Sukuk Holders who attend the RUPSU are required to show the original KTUR to the Trustee.

i. The Sukuk Book-Transfer Unit shall be Rp1.00 (one Rupiah) or multiples thereof. One Sukuk Book-Transfer Unit shall have the right to cast 1 (one) vote in the RUPSU. Votes shall be issued in writing and signed by mentioning the KTUR number, unless the Trustee decides otherwise.

j. Blank, abstained, and unauthorized votes shall be deemed not issued, including Sukuk owned by the Company and/or the Company’s Affiliates (excluding Sukuk owned by the Affiliated Company of the Republic of Indonesia).

k. All Sukuk deposited in KSEI shall be frozen so that the Sukuk cannot be transferred from 3 (three) Business Days prior to the date of the converning of a RUPSU to the date of expiry of the RUPSU, as evidenced by a notification from the Trustee or after obtaining approval from the Trustee. Sukuk Transactions whose settlement falls on the dates shall be postponed until 1 (one) Business Day after the RUPSU convenes.

l. No later than 2 (two) Business Days prior to the convening of the RUPSU, the Company is required to report to the Trustee the entire number of Sukuk owned by the Company and/or the Company’s Affiliates except Sukuk owned by the Affiliated Company of the Republic of Indonesia.

m. Before the RUPSU, the Company is obliged to submit the register of Sukuk Holders of its Affiliates to the Trustee.

n. During the RUPSU:

- The Company is required to submit a statement regarding Sukuk owned by the Company and/or the Company’s Affiliates except Sukuk owned by the Affiliated Company of the Republic of Indonesia; and

- Sukuk Holders or Sukuk Holders’ proxies who are present at the RUPSU are required to make a statement regarding their Sukuk both affiliated with the Company and those not affiliated with the Company.

o. Except for costs incurred as a result of the resignation of the Trustee as referred to in the Trustee Agreement, the cost of advertising for announcements, notice and announcements of the results of the RUPSU and all costs of convening the RUPSU including but not limited to Notary fees and room rent for convening the RUPSU shall be charged to and become the responsibility of the Company and must be paid to the Trustee no later than 7 (seven) Business Days after the request for such costs are received by the Company from the Trustee as specified in the Trustee Agreement.

p. For the convening of the RUPSU, a minutes of RUPSU in notarial must be made by a Notary as legal evidence and to bind the Sukuk Holder, the Trustee and the Company. The Sukuk Holders, the Trustee and the Company are required to fulfill the resolutions taken at the RUPSU. The Company is obliged to announce the results of the RUPSU in 1 (one) Indonesian language daily newspaper with national circulation within 7 (seven) Business Days after the date of convening of the RUPSU.

In the event that the RUPSU aims to resolve on amendments to the Trustee Agreement, it shall be made with the following conditions:

a. If the RUPSU is requested by the Company, it must be held with the following conditions:

(i) it is attended by the Sukuk Holders or represented at least 3/4 (three quarters) of the total Sukuk that have not been repaid and the right to take valid and binding resolutions if approved at least 3/4 (three quarters) part of the total Sukuk present at the RUPSU.

(ii) in the event that the attendance quorum as referred to in item (i) above is not reached, a second RUPSU shall be held.

(iii) The second RUPSU may be held if attended by the Sukuk Holders or represented at least 3/4 (three quarters) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 3/4 (three per cent) four) part of the total Sukuk present at the RUPSU.

(iv) in the event that the attendance quorum as referred to in item (iii) above is not reached, a third RUPSU shall be held.

(v) The third RUPSU may be held if attended by the Sukuk Holders or represented by at least 3/4 (three quarters) part of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least ½ (one- half) part of the total Sukuk present at the RUPSU.

b. If the RUPSU is requested by the Sukuk Holder or Trustee, it must be held with the following conditions:

(i) it is attended by the Sukuk Holders or represented at least 2/3 (two thirds) part of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 1/2 (one half) of the total Sukuk present at the RUPSU.

(iii) The second RUPSU may be held if attended by the Sukuk Holders or represented at least 2/3 (two thirds) part of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least ½ (one-half) of the total Sukuk present at the RUPSU.

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(v) The third RUPSU may be held if attended by the Sukuk Holders or represented by at least 2/3 (two thirds) part of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 1/2 (one-half) of the total Sukuk present at the RUPSU.

c. If the RUPSU is requested by the OJK, it must be held subject to the following attendance quorum and resolutions:

(i) it is attended by the Sukuk Holders or represented at least 1/2 (one half) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 1/2 (one half) of the total Sukuk present at the RUPSU.

(iii) The second RUPSU may be held if attended by the Sukuk Holders or represented at least 1/2 (one half) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 1/2 (one half) of the total Sukuk present at the RUPSU.

(v) The third RUPSU may be held if attended by the Sukuk Holders or represented at least 1/2 (one half) of the total Sukuk that have not been paid and have the right to take valid and binding resolutions if approved at least 1/2 (one half) ) of the total Sukuk present at the RUPSU.

The RUPSU that is held for purposes other than resolving the amendment to the Trustee Agreement, shall be held with the provisions of the following attendance quorum and resolutions:

a. it is attended by the Sukuk Holders or represented at least 3/4 (three quarters) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 3/4 (three quarters) of the total Sukuk present at the RUPSU .

b. In the event that the attendance quorum as referred to in letter a above is not reached, a second RUPSU shall be held.

c. The second RUPSU may be held if attended by the Sukuk Holders or represented at least 3/4 (three quarters) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions if approved at least 3/4 (three quarters) of the total Sukuk present at the RUPSU.

d. In the event that the attendance quorum as referred to in letter c above is not reached, a third RUPSU shall be held.

e. The third RUPSU may be held if attended by the Sukuk Holders or represented at least 3/4 (three-quarters) of the total Sukuk that have not been repaid and have the right to take valid and binding resolutions based on majority vote resolutions.

The Company, the Trustee and the Sukuk Holders shall submit, obey and be bound to the resolutions taken by the Sukuk Holders in the RUPSU.

Further regulations regarding the convening and procedures in the RUPSU can be made and if necessary then refined or amended by the Company and the Trustee by taking into account the applicable laws and regulations in the Republic of Indonesia, taking into account the provisions of the Trustee Agreement.

If the provisions regarding the RUPSU are otherwise determined by the laws and regulations in the Capital Market field, then the laws and regulations shall prevail.

REPURCHASE (BUY BACK)

In the event that the Company repurchases the Sukuk earlier, the following conditions shall apply : 1. repurchase of the earlier Sukuk can only be made 1 (one) year after the allotment date.

2. repurchase of the earlier Sukuk cannot be conducted if this results in the Company being unable to fulfill the provisions in the Trustee Agreement.

3. repurchase of the earlier Sukuk cannot be conducted if the Company is in default as referred to in the Trustee Agreement, unless it has obtained approval from RUPSU.

4. repurchase of the earlier Sukuk can only be made by the Company to unaffiliated parties unless such Affiliates occurs due to Government ownership or capital investment.

5. the plan to repurchase an earlier Sukuk must be reported to the OJK by the Company no later than 2 (two) Business Days prior to the announcement of the plan to to repurchase Sukuk in the newspaper.

6. repurchase of the earlier Sukuk can only be made after the announcement of the plan to repurchase Sukuk. The announcement must be made at least through 1 (one) Indonesian language daily newspaper with national circulation no later than 2 (two) Business Days prior to the offering date to repurchase shall begin.

7. plan to repurchase Sukuk earlier as referred to in number 5, and the announcement referred to in number 6, at least contains information about :

- repurchase offer period;

- the maximum amount of funds used to repurchase;

- the range of Sukuk to be repurchased;

- the price or price range offered to repurchase Sukuk;

- procedure for transaction settlement;

- requirements for Sukuk Holder who submit a sale offer;

- procedures for submission of a sale offer by Sukuk Holder;

- procedure to repurchase Sukuk; and

- affiliate relationship between the Company and the Sukuk Holder.

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8. The Sukuk Holders who submit selling offers to the Company during the offer period must attach:

- A written confirmation from KSEI regarding the number of Sukuk that will be sold that cannot be transferred between the Securities Account until the Repurchase Payment Date.

- Proof of identity when making a sale offer.

- A statement that Sukuk to be sold by the Sukuk Holder to the Company is free from all disputes/claims/collateral bonds and cannot be traded by the Sukuk Holder so that the Sukuk cannot be transferred between the Securities Accounts until the Repurchase Payment Date.

9. The Company shall make allotment proportionally in proportion to the participation of each Sukuk Holder who conducts Sukuk sales if the Sukuk amount offered for sale by the Sukuk Holder exceeds the amount of Sukuk that can be repurchased;

10. The Company is not required to buy all Sukuk offered by the Sukuk Holder to be repurchased during the Sukuk buyback offer period, if the selling offer price offered by the Sukuk Holder exceeds the target price expected by the Company as referred to in number 7 above.

11. The Company shall maintain the confidentiality of all information regarding the sale offer submitted by the Sukuk Holder;

12. The Company can make repurchases of Sukuk earlier without making an announcement as referred to in number 7, with the following conditions :

- The repurchase amount of Sukuk is not more than 5% (five percent) of the total Sukuk for each type of Sukuk circulating within the period of 1 (one) year after the Allotment Date;

- Sukuk that is repurchased is not a Sukuk owned by the Company's Affiliates;

- Sukuk that is repurchased earlier is only to be retained for later be resold.

And must be reported to OJK no later than the end of the 2nd (second) Business Day after the Sukuk repurchase;

13. The Company must report to the OJK and Trustee, and announce to the public no later than 2 (two) Business Days after the repurchase of Sukuk earlier, the information which includes, among others :

- nominal amount of Sukuk that has been purchased;

- the number of details of Sukuk that has been repurchased for repayment or retained for resale;

- the repurchase price that has occurred; and - amount of funds used to repurchase Sukuk.

14. The Company is also required to submit to the Otoritas Jasa Keuangan all selling offer documents that have been submitted by the Sukuk Holders during the Sukuk buyback offer period no later than 2 (two) Business Days after the Sukuk buyback is made.

15. Sukuk owned by the Company which are the result of buy back shall have not the right to obtain Revenue Sharing.

16. The Company is required to report to the Trustee and KSEI regarding the Sukuk owned by the Company for deposit, within a period of 5 (five) Business Days prior to the Revenue Sharing Payment Date or 1 (one) Business Day prior to the date of the Register of Account Holders entitled to Revenue Sharing , with due observance the KSEI regulations.

17. Sukuk owned by the Company which is the proceeds of buy back and/or ownership of the Company's Affiliates except Sukuk owned by the Affiliated Company of the Republic of Indonesia, shall not have voting rights and not taken into account in the attendance quorum of a RUPSU.

18. If the Company repays the Sukuk repurchased, the Company is obliged to report the event to the Trustee, the KSEI, the Otoritas Jasa Keuangan and the Stock Exchange no later than 2 (two) Business Days after the repayment occurs. In the event that the Sukuk is partially repaid, the Company will issue and submit the new Sukuk Jumbo Certificate to the KSEI to be exchanged with the old Sukuk Jumbo Certificate on the same day as the partial repayment date of the Sukuk, with the number of Sukuk which is still outstanding after deducting such number of Sukuk that has been partially repaid.

19. Repurchase by the Company shall result in :

- abolition of all rights attached in the repurchased Sukuk, the right to attend the RUPSU, voting rights, and the right to obtain Sukuk Revenue Sharing and other benefits from the repurchased Sukuk if intended for repayment; or

- temporary termination of all rights attached in the repurchased Sukuk, the right to attend the RUPSU, voting rights, and the right to obtain Sukuk Revenue Sharing and other benefits from the repurchased Sukuk if intended to be retained for resale.

20. In the event that there is more than one sukuk issued by the Company, the repurchase of sukuk shall be carried out by prioritizing unsecured sukuk.

21. In the event that there is more than one unsecured sukuk, then the repurchase must consider the economic interest aspect of the Company on the repurchase of sukuk; and

22. In the event that there is a guarantee for all sukuk, the repurchase must consider the economic interest aspect of the Company on the repurchase of sukuk.

ADDITIONAL DEBT THAT THE COMPANY CAN MAKE IN THE FUTURE

Before the repayment of all Sharia Securities that must be paid by the Company with respect to Sukuk Mudharabah, without written permission from the Trustee (where the permit will not be refused without clear and reasonable reasons and if the Trustee does not respond within 14 (fourteen) Business Days after the permit application and the supporting documents are completely received by the Trustee and the Trustee considers the required supporting documents are complete by no later than 14 (fourteen) Business Days from the receipt of the completeness of the final document and the Company does not receive any response from the Trustee, the Trustee is considered has given permission, the Company will not issue bonds or medium term notes that have a higher position than the position of Sukuk Mudharabah.

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RIGHTS OF SUKUK MUDHARABAH HOLDER

1. To receive repayment of Sukuk Mudharabah Funds and/or payment of Sukuk Mudharabah Revenue Sharing from the Company which are paid through KSEI as the Paying Agent on the Repayment Date of Sukuk Mudharabah Funds and/or the Payment Date of Sukuk Mudharabah Revenue Sharing. Sukuk Mudharabah Funds must be repaid in the same price as the amount of Sukuk Mudharabah Funds written in the Written Confirmation owned by the Sukuk Mudharabah Holder.

2. Those who is entitled to obtain the payment of Sukuk Mudharabah Revenue Sharing is Sukuk Mudharabah Holder whose name is registered in the Account Holder Register, on 4 (four) Exchange Days prior to the Payment Date of Sukuk Mudharabah Revenue Sharing, unless otherwise determined by KSEI or the prevailing laws and regulations. Thus if there is a Sukuk Mudharabah transaction after the date of determination of the party entitled to receive Sukuk Mudharabah Revenue Sharing, then the party receiving the transfer of Sukuk Mudharabah is not entitled to Sukuk Mudharabah Revenue Sharing in the relevant Sukuk Mudharabah Revenue Sharing period.

3. If the Company apparently does not provide sufficient funds for the payment of Sukuk Mudharabah Revenue Sharing and Sukuk Mudharabah Fund repayment after passing the Payment Date of Sukuk Mudharabah Revenue Sharing or Repayment Date of Sukuk Mudharabah Funds, the Company must pay compensation for late losses to the Sukuk Holders, which the amount of Compensation for Losses Due to the Company’s Delay in performing obligations for payment of the Revenue Sharing shall be:

- Series A Sukuk of Rp130,000 (one hundred and thirty thousand Rupiah) per day;

- Series B Sukuk of Rp140,000 (one hundred and forty thousand Rupiah) per day;

- Series C Sukuk of Rp190,000 (one hundred and ninety thousand Rupiah) per day.

The amount of Compensation for Losses Due to the Company's Delay in performing obligations for payment of the Sukuk Funds shall be:

- Series A Sukuk of Rp8,900,000 (eight million nine hundred thousand Rupiah) per day;

- Series B Sukuk of Rp7,900,000 (seven million nine hundred thousand Rupiah) per day;

- Series C Sukuk of Rp10,800,000 (ten million eight hundred thousand Rupiah) per day.

which is calculated proportionally based on the number of days passed until the effective payment date.

NOTICE

All notices from one party to another party to the Trustee Agreement shall be deemed to have been made legally and accordingly if signed by the competent authority, which parties will be determined jointly between the Company and the Trustee and submitted to the address below, which is listed besides the name of the concerned party, and given in writing, signed and delivered by registered mail or by hand with a receipt or by facsimile.

THE COMPANY PT BANK CIMB NIAGA Tbk.

Graha CIMB Niaga Lantai 15, Jl. Jend. Sudirman Kav. 58,

Jakarta 12190,

Telephone: (021) 2505151, 2505252, 2505353 Facsimile: (021) 2505205,

Website: www.cimbniaga.com Attn. Directors

THE TRUSTEE PT BANK PERMATA Tbk.

WTC II Lantai 27 Jl. Jenderal Sudirman Kav. 29 - 31

Jakarta 12920 Indonesia Telephone: (021) 523 7788

Facsimile: (021) 250 0529 Website: www.permatabank.com

Attn. Head, Securities Services

More complete information about the Trustee can be seen in Chapter VIII in the Additional Information.

FUND USED PLAN

The proceeds of the Sukuk Mudharabah Public Offering, after deducting the issuance costs, will be used entirely by the Company to support sharia financing activities.

OVERVIEW OF IMPORTANT FINANCIAL DATA

Prospective investors must read the overview of important financial data presented below together with the Company's financial

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statements along with notes to the financial statements, along with Additional Information for Self Registration Sukuk Mudharabah I Bank CIMB Niaga Phase III 2020.

The table below presents an overview of the Company's important financial data sourced from the consolidated financial statements of the Company and its Subsidiaries for the periods of December 31, 2019, 2018 and 2017.

The consolidated financial statements of the Company and its Subsidiaries as of December 31, 2019, 2018 and 2017 and for the year ended on that date, listed in the Additional Information, were audited based on audit standards determined by the Indonesian Institute of Certified Public Accountants ("IAPI") by KAP Tanudiredja, Wibisana, Rintis & Partners (member of the PricewaterhouseCoopers firm network), independent auditor and their report were signed by public accountant Angelique Dewi Daryanto, SE, CPA with an unmodified audit opinion on February 17, 2020.

CONSOLIDATED FINANCIAL POSITION REPORTS

(in million Rupiah)

DESCRIPTION 31 December

2019 2018 2017

ASSETS

Cash 5,693,065 4,293,370 3,895,997

Current accounts with Bank Indonesia 11,395,695 10,435,254 11,522,696

Current accounts with other banks 2,162,195 3,093,901 3,574,267

Less : Allowance for impairment lossess - - -

2,162,195 3,093,901 3,574,267

Placement with other banks and Bank Indonesia 12,133,873 9,240,574 13,323,713

Less: Allowance for impairment losses (29,143) (13,299) (9,514)

12,104,730 9,227,275 13,314,199

Marketable Securities 12,000,711 10,715,002 13,480,610

11,962,665 10,676,225 13,442,054

Government Bonds 22,160,303 23,999,772 24,971,486

Securities purchased under resale agreements 522,857 593,593 -

Derivative receivables 725,478 1,084,759 280,293

Loans

Related parties 232,557 296,480 267,700

Third parties 190,750,561 185,966,151 181,138,022

Less: Allowance for impairment losses (5,984,978) (5,951,354) (6,984,706)

184,998,140 180,311,277 174,421,016

Consumer financing receivables 3,254,233 2,199,800 3,710,084

3,179,370 2,052,802 3,386,750

Financing lease receivables 180 5,106 19,607

Less: Allowance for impairment losses (180) (3,926) (8,671)

- 1,180 10,936

Acceptance receivables 3,767,071 4,462,483 4,184,965

Less: Allowance for impairment losses - - -

3,767,071 4,462,483 4,184,965

Investments 4,214 4,214 4,464

Less: Allowance for impairment losses (555) (555) (805)

3,659 3,659 3,659

Fixed assets 8,222,562 8,220,380 7,627,294

Less: Accumulated depreciation (1,974,281) (2,767,098) (2,507,386)

6,248,281 5,453,282 5,119,908

Intangible assets 3,105,497 2,817,351 2,558,339

Less: Accumulated depreciation (1,401,448) (1,221,073) (1,018,074)

1,704,049 1,596,278 1,540,265

Foreclosed assets 180,861 385,240 502,420

51,103 207,760 393,577

Prepaid taxes 1,644,089 1,892,270 1,814,214

Accrued income 1,239,731 1,257,224 1,191,635

Prepaid expenses 1,373,464 1,294,384 1,325,541

Deferred tax assets – net 18,458 99,863 177,849

Other assets 3,954,380 5,185,188 2,173,408

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2019 2018 2017

3,512,824 4,744,887 1,734,138

TOTAL ASSETS 274,467,227 266,781,498 266,305,445

LIABILITIES AND EQUITY LIABILITIES

Obligations due immediately 1,781,962 2,240,191 1,946,166

Deposits from customers Demand deposits

Related parties 75,132 83,253 27,278

Third parties 48,868,781 45,773,898 49,253,745

48,943,913 45,857,151 49,281,023 Saving deposits

Related parties 79,250 66,021 63,137

Third parties 59,236,819 54,429,862 50,151,135

59,316,069 54,495,883 50,214,272 Time deposits

Related parties 199,580 87,503 73,431

Third parties 87,140,738 90,309,681 89,748,470

87,340,318 90,397,184 89,821,901

Total deposits from customers 195,600,300 190,750,218 189,317,196

Deposits from other banks

Demand and saving deposits 1,099,645 1,439,890 1,987,651

Inter-bank call money and time deposits 264,941 1,488,803 4,896,684

1,364,586 2,928,693 6,884,335

Securities sold under repurchase agreement 10,470,737 11,940,900 9,378,703

Derivative payables 474,915 684,269 110,823

Acceptance payables 3,767,071 4,462,483 4,184,965

Marketable securities issued 7,503,112 5,269,757 5,403,613

Borrowings 2,647,013 2,195,916 5,809,723

Taxes payable

Income taxes of parent company entities 171,824 203,066 215,466

Other taxes 326,717 258,075 230,036

498,541 461,141 445,502

Deferred tax liabilities – nett 73,238 - -

Accruals and other liabilities

Accruals 3,002,769 2,665,340 2,228,145

Other liabilities 1,035,915 929,398 758,521

4,038,684 3,594,738 2,986,666

Employee benefit obligations 1,131,727 930,196 1,289,985

Subordinated loans 1,821,175 1,742,417 1,596,772

TOTAL LIABILITIES 231,173,061 227,200,919 229,354,449

EQUITY

Equity attributable to parent entity holder Share capital

Authorized capital

Issued and fully paid capital 1,612,257 1,612,257 1,612,257

Additional paid in capital 7,033,450 7,033,450 7,033,450

Transactions with non-controlling interest (35,723) (35,723) (35,723)

Treasury shares (253,279) (250,321) (242,902)

Share-based compensation reserve 95,520 86,453 57,011

Reserve on revaluation of fixed assets 3,520,447 3,077,883 3,077,883

Unrealized losses on available-for-sale marketable securities and

government bonds (138,554) (436,355) 25,822

Retained earnings that its use has been determined - general and

mandatory reserves 351,538 351,538 351,538

Retained earnings that its used has not been determined 31,093,235 28,140,392 25,070,779 43,278,891 39,579,574 36,950,115

Non-controlling interest 15,275 1,005 881

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2019 2018 2017

TOTAL EQUITY 43,294,166 39,580,579 36,950,996

TOTAL LIABILITIES AND EQUITY 274,467,227 266,781,498 266,305,445

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

2019 2018 2017

INCOME AND EXPENSES FROM OPERATIONS

Interest income 18,396,236 18,346,593 19,105,036

Sharia income 3,293,250 1,946,654 1,298,348

Interest expense (7,050,137) (7,256,236) (7,390,640)

Sharia expense (2,071,331) (1,025,280) (609,365)

Interest and sharia income - net 12,568,018 12,011,731 12,403,379

Other operating income

Other fees and commissions 2,206,680 2,151,855 2,134,817

Foreign exchange gains/(losses) 2,937 38,323 (51,022)

Others 1,083,002 724,472 494,632

Total other operating income 3,292,619 2,914,650 2,578,427

Impairment losses on financial and non-financial assets

– net (3,256,619) (3,029,532) (4,079,805)

Gains from trading financial instruments – net 586,536 802,607 330,460

Gains from sale of marketable securities 377,557 99,015 443,561

Other operating expenses

Personnel expenses (4,623,722) (4,001,791) (3,948,212)

General and administrative expenses (3,828,664) (3,708,500) (3,443,268)

Others (181,978) (293,837) (177,971)

Total other operating expenses (8,634,364) (8,004,128) (7,569,451)

NET OPERATING INCOME 4,933,747 4,794,343 4,106,571

INCOME/(EXPENSE) FROM NON OPERATIONS

Non operating income/(expense) – net 20,150 56,475 48,449

INCOME BEFORE INCOME TAX 4,953,897 4,850,818 4,155,020

INCOME TAX EXPENSE (1,310,962) (1,368,390) (1,177,282)

NET INCOME 3,642,935 3,482,428 2,977,738

Other comprehensive income:

Items that will not be reclassified to profit or loss Remeasurement of post employment benefits

obligation – actuarial (loss)/gains 5,565 243,638 (245,700)

Reserve on revaluation of fixed assets 490,097 - -

495,662 243,638 (245,700) Income tax relating to items that will not reclassified

subsequently to profit or loss (48,924) (60,909) 61,425

446,738 182,729 (184,275) Items that will be reclassified subsequently to profit or

loss

Unrealised proifts/(losses) on change in reasonable value of available-for-sale of marketables securities

and government bonds 351,428 (553,597) 275,461

Less: Adjustment of reclassification of profit/(loss)

which is included in profit or loss 45,640 (62,639) (18,377)

397,068 (616,236) 257,084 Income tax relating to items that will be reclassified to

profit or loss

(99,267)

154,059 (64,271) 297,801 (462,177) 192,813

OTHER COMPREHENSIVE INCOME AFTER TAX 744,539 (279,448) 8,538

TOTAL COMPREHENSIVE INCOME 4,387,474 3,202,980 2,986,276

Net income attributable to:

Equity holders to parent 3,645,154 3,482,304 2,977,675

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2019 2018 2017

Non-controlling interest (2,219) 124 63

3,642,935 3,482,428 2,977,738 Total comprehensive income attributable to:

Equity holders to parent 4,389,693 3,202,856 2,986,213

Non-controlling interest (2,219) 124 63

4,387,474 3,202,980 2,986,276 Basic earnings per share:

Basic (in full Rupiah amount) 146.21 139.67 118.50

Diluted (in full Rupiah amount) 146.21 139.67 118.50

GROWTH RATIOS

2019 2018 2017

Growth Ratio

Interest income – net 4.63% -3.16% 2.56%

Operating income 2.91% 16.75% 49.13%

Current income 4.61% 16.95% 43.04%

Total assets 2.88% 0.18% 10.24%

Total liabilities 1.75% -0.94% 10.60%

Total equity 9.38% 7.12% 8.02%

FINANCIAL RATIOS

DESCRIPTION

31 December

2019 2018 2017

Capital

Capital Adequacy Ratio (CAR) 21.47% 19.66% 18.60%

Productive Assets

Non-performing earning & Non-earning assets

to total earning and non-earning assets 1.81% 2.02% 2.51%

Non-performing earning assets to total earning assets

2.42%

2.64% 3.13%

Financial assets CKPN to productive assets 2.75% 2.80% 3.35%

Gross NPL 2.79% 3.11% 3.75%

Net NPL 1.30% 1.55% 2.16%

Profitability

Return on Assets (ROA) 1.86% 1.85% 1.70%

Return on Equity (ROE) 9.03% 9.49% 8.73%

Net interest margin (NIM) 5.31% 5.12% 5.60%

Operating Expenses to Operating Revenues

(BOPO) 82.44% 80.97% 83.48%

Liquidity

Loan to Deposit Ratio (LDR) 97.64% 97.18% 96.24%

Compliance

Rupiah Reserve *) 6.10% 6.70% 6.74%

Macroprudential Liquidity Support **) 10.78% 6.09% 10.12%

Macroprudential Intermediation Ratio ***) 92.14% 98.39% -

Foreign Exchange Reserve 8.08% 8.14% 8.05%

Net Open Position 3.63% 1.20% 0.80%

Remarks:

*) Previously Primary Reserve

**) Previously Secondary Reserve

***) Previously LFR Reserve