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20240202_ADMF_Laporan Informasi dan Fakta Material_31574100_lamp1.pdf
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INFORMATION DISCLOSURE
MATERIAL TRANSACTIONS AND AFFILIATE TRANSACTIONS
PT ADIRA DINAMIKA MULTI FINANCE TBK
This Information Disclosure was prepared and issued in accordance with the provisions of Financial
Services Authority Regulation Number 17/POJK.04/2020 concerning Material Transactions and
Changes in Business Activities ("POJK No. 17/2020") and Financial Services Authority Regulation
Number 42/POJK.04/2020 concerning Affiliate Transactions and Conflict of Interest Transactions
("POJK No. 42/2020")
PT ADIRA DINAMIKA MULTI FINANCE TBK
Main business activities:
Consumer Finance
Located at
Millennium Centennial Center, 53rd – 61st
Jalan Jenderal Sudirman Kav. 25
Setiabudi, South Jakarta, 12920
Telephone: +62 21-52963322
Email: af.corsec@adira.co.id
THIS INFORMATION DISCLOSURE REGARDING AFFILIATE TRANSACTION IS
IMPORTANT TO BE READ AND CONSIDERED BY THE COMPANY'S SHAREHOLDERS.
IF YOU HAVE DIFFICULTY IN UNDERSTANDING THE INFORMATION CONTAINED IN
THIS INFORMATION DISCLOSURE, WE RECOMMEND YOU CONSULT WITH YOUR
LEGAL COUNSEL, PUBLIC ACCOUNTANT, FINANCIAL ADVISOR OR OTHER
PROFESSIONAL.
THE COMPANY'S BOARD OF DIRECTORS AND BOARD OF COMMISSIONERS, EITHER
INDIVIDUALLY OR COLLECTIVELY, ARE FULLY RESPONSIBLE FOR THE
COMPLETENESS AND ACCURACY OF ALL INFORMATION OR MATERIAL FACTS
CONTAINED HEREIN AND HEREBY CLAIM THAT THE INFORMATION DISCLOSED IN
THIS INFORMATION DISCLOSURE IS CORRECT AND THERE ARE NO MATERIAL FACTS
CONTAINED HEREIN THAT HAVE NOT BEEN DISCLOSED WHICH COULD CAUSE THE
MATERIAL INFORMATION IN THIS INFORMATION DISCLOSURE TO BE INCORRECT
AND/OR MISLEADING.
This Information Disclosure will be published on February 2, 2024
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A. DEFINITION
Company : PT Adira Dinamika Multi Finance Tbk
OJK : Financial Services Authority
Material Transactions : any transaction carried out by a public or controlled
company that meets the value limits set by the
Financial Services Authority Regulation Number
17/POJK.04/2020 on Material Transactions and
Changes in Business Activities.
Affiliate Transactions : every activity and/or transaction carried out by a
public company or controlled company with an
affiliate of the public company or an affiliate of a
member of the board of directors, member of the
board of commissioners, majority shareholder, or
controller, including every activity and/or
transaction carried out by a public company or
controlled company for the benefit of affiliates of a
public company or affiliates of members of the board
of directors, members of the board of commissioners,
majority shareholders, or controllers.
POJK No. 17/2020 : Financial Services Authority Regulation Number
17/POJK.04/2020 concerning Material Transactions
and Changes in Business Activities
POJK No. 42/2020 : Financial Services Authority Regulation Number
42/POJK.04/2020 concerning Affiliate Transactions
and Conflict of Interest
Transaction Date : February 1, 2024
MUFG : MUFG Bank, Ltd.
B. BACKGROUND
1. The Company is an entity that carries out investment financing business activities, working capital
financing, multipurpose financing, and other financing business activities based on OJK’s approval.
In connection with the Company's business development, on February 1, 2024, the Company entered
into a transaction to sign a Syndicated Loan Facility Agreement between the Company and MUFG
and the banks specified in the Syndicated Loan Facility Agreement ("Transaction").
2. The Company and MUFG are affiliated companies, so the transaction is an affiliated transaction,
and the Company is obliged to comply with the provisions in POJK No. 42/2020.
3. The transaction value exceeds 20% of the Company's equity but does not exceed 50% of the
Company's equity, so it is included as a Material Transaction, which must comply with POJK
17/2020.
C. BRIEF DESCRIPTION OF AFFILIATE TRANSACTIONS
1. Transaction Date
The Company signed a Syndicated Loan Facility Agreement signed between the Company and
MUFG on February 1, 2024.
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2. Nature of Affiliate Relationships
The nature of the affiliate relation between MUFG and the Company is as follows:
The Company is a company owned indirectly by MUFG Bank, Ltd. through the share ownership of
PT Bank Danamon Indonesia Tbk, amounting to 92.07% of the shares in the Company.
MUFG Bank, Ltd.
84.69%
PT Bank Danamon
Indonesia Tbk
92.07%
7.93% PT Adira Dinamika
Public
Multi Finance Tbk
Loan Facility
3. Transaction Object and Transaction Value on the Transaction Date
• The object of the transaction is a Syndicated Loan Facility with a maximum value of USD
300,000,000 (three hundred million United States Dollars) or, if denominated in Rupiah,
taking into account the USD to Rupiah exchange rate on February 1, 2024 (1 USD =
Rp15,775.00), which is 300,000,000 x 15,775.00 = Rp4,732,500,000,000.00 ; and
• Facility Agent Fee of USD 20,000 (twenty thousand United States Dollars) or
Rp315,500,000.00 per year for the term of the facility (3 years).
• Other bank fees amounting to USD 367,500 (three hundred sixty-seven thousand five
hundred United States Dollars) or Rp Rp5,797,312,500.00
4. Parties Involved
a. The Company, as a Debtor:
Address : Millenium Centennial Center, 53rd – 61st floor, South
Jakarta, 12920
Phone/Fax : 021-52963322
Susanan Board of : a. Management
Commissioners and - President Director : I Dewa Made Susila
Directors - Director : Swandajani Gunadi
- Director : Niko Kurniawan Bonggowarsito
- Director : Harry Latif
- Director : Jin Yoshida
- Director : Denny Riza Farib
b. Board of Commissioners
- President Commissioner : Daisuke Ejima
- Independent Commissioner : Krisna Wijaya
- Independent Commissioner : Manggi Taruna Habir
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- Commissioner : Eng Heng Nee Philip
- Commissioner : Congsin Congcar
- Commissioner : Hafid Hadeli
b. MUFG, as, among others, the Creditors and Facility Agents.
Address : 2-7-1, Marunouchi Chiyoda-ku | Chiyoda, Tokyo | 100-
0001 | Japan
Phone/Fax : 81 3 3240 1111
Susanan Board of : a. Management
Commissioners and - Chairman : Naoki Hori
Directors - President Director : Junichi Hanzawa
- Director : Tetsuya Yonehana
- Director : Yasushi Itagaki
- Director : Toshiki Ochi
- Director : Hiroshi Mori
- Director : Keitaro Tsukiyama
- Director : Takefumi Tango
- Director : Seiichiro Akita
- Director : Yutaka Miyashita
- Director : Fumitaka Nakahama
- Director : Hiroyuki Seki
- Director : Minoru Soutome
- Director : Ichihiro Takahara
- Director : Hideaki Takase
- Director : Tadashi Yamamoto
- Director : Yutaka Miyashita
- Director : Shuichi Yokoyama
- Director : Masahito Monguchi
- Director : William Coen
- Independent Director : Hiroshi Goto
- Director : Minoru Hagio
- Director : Hironori Kamezawa
- Director : Masahiko Kato
- Director : Toshifumi Kitazawa
- Director : Shinichi Koide
Nature of Material Transaction
The transaction carried out in accordance with the Syndicated Loan Facility Agreement dated
February 1, 2024, is a Material Transaction as regulated in POJK 17/2020 because it exceeds 20%
of the Company's equity but does not exceed 50% of the Company's equity. Based on the Audited
Annual Financial Statement for Fiscal Year 2022, the Company's total equity amounts to
Rp10,032,386,000,000 (ten trillion thirty-two billion three hundred eighty-six million Rupiah). In
addition, this transaction also contains an affiliate transaction in accordance with POJK 42/2020. In
this case, the Company is not required to use an appraiser and obtain approval from the GMS because
it is a loan transaction received directly from a foreign bank. In this case, the Company is required
to provide Information Disclosure to the public via the Company's website and the Indonesian Stock
Exchange website, as well as submit a Report on Information Disclosure regarding Transactions to
the OJK, accompanied by supporting documents, no later than 2 (two) working days after the
transaction date.
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D. EXPLANATION, CONSIDERATION AND REASONS FOR THE TRANSACTIONS
The transaction was completed to support the Company's asset growth in line with the expansion of
automotive and non-automotive financing. As a result, it is expected that the Company will be able to
increase the number of consumers, thereby strengthening its market share in financing activities.
E. STATEMENT OF THE COMPANY'S BOARD OF COMMISSIONERS AND BOARD OF
DIRECTORS
This Information Disclosure has been approved by the Company's Board of Commissioners and Board
of Directors. The Company's Board of Commissioners and Board of Directors, both collectively and
independently, declare that the Transaction:
a. Contains no Conflict of Interest; and
b. All material information has been disclosed, and the information is not misleading.
ADDITIONAL INFORMATION
For shareholders who have questions regarding this Information Disclosure or require additional information,
please contact:
PT ADIRA DINAMIKA MULTI FINANCE TBK
Millennium Centennial Center, 53rd – 61st,
Jalan Jenderal Sudirman Kav. 25, Setiabudi, South Jakarta, 12920
Phone: +62 21-52963322
E-mail: af.corsec@adira.co.id
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Names mentioned 17 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×6
unresolved
org
Adira Dinamika Public Multi Finance Tbk
p.3 ×2
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12 Sep 2026 21:36
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