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INFORMATION DISCLOSURE
IN CONNECTION WITH STOCK SPLIT PLAN
This Disclosure of Information is carried out to complies with the Financial Services
Authority (OJK) of the Republic of Indonesia Regulation No. 15/POJK.04/2022 on Stock
Splits and Mergers Carried Out by Public Companies
PT Bank Negara Indonesia (Persero) Tbk .
Business activities:
Banking and Financial Services
Headquarters:
Grha BNI
Jl. Jenderal Sudirman Kav . 1
Jakarta 10220
Phone: 021-5728387
Email: bni@bni.co.id
Website: www.bni.co.id
DISCLOSURE OF INFORMATION TO STAKEHOLDERS
IN CONNECTION WITH THE STOCK SPLIT PLAN
PT Bank Negara Indonesia (Persero) Tbk. (the "Company") plans to conduct a Stock Split in
accordance with Financial Services Authority (OJK) of the Republic of Indonesia Regulation
No. 15/POJK.04/2022 on Stock Splits and Mergers Carried Out by Public Companies ("POJK
No. 15/2022"). The Stock Split strategy is implemented to increase demand for the Company's
shares by broadening the investor base. Stock splits will be carried out at a 1:2 split ratio. The
Stock Split will be proposed to shareholders at the Company's Extraordinary General Meeting
of Shareholders (EGMS) on September 19, 2023.
This Information Disclosure is published in Jakarta, 11 August 2023.
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INFORMATION REGARDING SHARE CLASSIFICATION
According to the Company's Articles of Association, which are stated in Deed No. 23 dated
April 20, 2021, made before Fathiah Helmi, SH, Notary in Jakarta, and that its Notification of
Changes has been received and registered by the Minister of Law and Human Rights of the
Republic of Indonesia, based on Letter Number AHU-AH.01.03-0264697 dated 26 April 2021
(" Articles of Association"), the Company's shares consist of 3 (three) series of shares, namely:
Series A Dwiwarna share with nominal value of IDR 7,500.00 (seven thousand five hundred
Rupiah), Series B shares with nominal value of IDR 7,500.00 (seven thousand five hundred
Rupiah), and Series C shares with nominal value of IDR 375.00 (three hundred seven twenty-
five Rupiah).
Issued and Paid-up Capital of the Company is of 18,648,656,458 (eight million fifteen billion
six hundred forty-eight six hundred fifty-six thousand four hundred fifty-eight) shares or
equivalent with IDR 9,054,806,974. 125,00 (nine trillion fifty-four billion eight hundred six
million nine hundred seventy-four thousand one hundred twenty-five Rupiah), which is divided
as following:
1. 1 Series A Dwiwarna Share with nominal value of IDR 7,500.00 per share;
2. 289,341,866 Series B shares with nominal value of IDR 7,500.00 per share; and
3. 18,359,314,591 Series C Shares with nominal value of IDR 375.00 per share.
In regard with the classification of shares, Article 5 of the Company's Articles of Association
regulates as following:
1. The Company's shares are divided into two categories:
a. Series A Dwiwarna shares, which can only be owned by the Republic of Indonesia,
and
b. Series B and Series C shares, which can be owned by both the Republic of Indonesia
and the people.
2. As long as the Articles of Association do not state otherwise, the holders of Series A
Dwiwarna share, Series B shares, and Series C shares have equal rights, and each 1
(one) share grants 1 (one) right sound.
3. According to the Articles of Association, the Government of the Republic of Indonesia
owns Series A Dwiwarna share exclusively, granting the holder special rights.
4. Holder of Series A Dwiwarna shares have the following special rights:
a. The right to approve in the GMS regarding changes to the Articles of Association,
capital approval change, appointment and dismissal of members of the Board of
Directors and the Board of Commissioners, approval regarding remuneration of
member Board of Directors and Board of Commissioners, approval related merger,
consolidation, acquisition, separation, and dissolution, approval regarding transfer
assets that required GMS approval based on the Articles of Association, approval
about inclusion and deduction percentage equity participation in other companies that
required GMS approval based on the Articles of Association, approval of the use of
profit, and agreement about investment and long-term financing with a non-operational
characteristic that required GMS approval based on the Articles of Association.
b. The right to suggest Candidate of Member of Directors and Commissioners.
c. The right to propose the GMS agenda.
d. Right to request and access data and documents in accordance with the provisions of
the Articles of Association and applicable law.
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5. Except for special rights specified in Article 5 paragraph (4) letter c and other sections of
the Articles of Association, holders of Series B and Series C shares have the same rights
as specified in Article 25 of the Articles of Association.
SHARE SPREAD RATIO
The company intends to conduct Stock Split with a ratio of 1 (one) old share become 2 (two)
new shares (Ratio 1:2), with the following details:
Share Spread Ratio
Classification of Shares 1 old share become 2 new shares
Total Shares Nominal Value per shares (in IDR)
Series A Dwiwarna Share 1* 3,750.00
Series B Shares 578,683,733 3,750.00
Series C Shares 36,718,629,182 187.50
Total Shares 37,297,312,916 -
* 1 (one) Series A Dwiwarna split into 2 but 1 share will become Series B shares owned by the Republic of Indonesia with a
nominal value of IDR 3,750.00 per share.
INFORMATION REGARDING CHANGES IN THE NOMINAL VALUE OF SHARES AS A
RESULT OF THE STOCK SPLIT FOLLOWING THE NUMBER OF SHARES BEFORE
AND AFTER THE SHARE SPLIT
Following the implementation of Stock Split, the nominal value of shares as well as the number
of shares before and after Stock Splits are as follows:
Before Stock Splits After Stock Splits
Classification
Share Amount Share % Nominal Value Amount % Nominal Value
(in IDR) Shares* (in IDR)
Authorized
capital
• Series A 1 0.00 7,500 1 0.00 3,750
Dwiwarna Share
• Series B shares 2 89,341,866 0.84 2,170,063,995,000 578,683,733 0.84 2,170,063,998,750
• Series C shares 34,213,162,660 99,16 12,829,935,997,500 68,426,325,320 99,16 12,829,935,997,500
Total Authorized 34,502,504,527 1 00.00 15,000,000,000,000 69,005,009,054 1 00.00 15,000,000,000,000
Capital
Issued and Paid-
up Capital
• Series A 1 0.00 7,500 1 0.00 3,750
Dwiwarna Share
• Series B shares 289,341,866 1.55 2,170,063,995,000 5 78,683,733 1.55 2,170,063,998,750
• Series C shares 18,359,314,591 98.45 6,884,742,971,625 36,718,629,182 98.45 6,884,742,971,625
Total Issued & 18,648,656,458 100.00 9,054,806,974,125 37,297,312,916 100.00 9,054,806,974,125
Paid Capital
Amount Share
In Portfolio
15,853,848,069 5,945,193,025,875 31,707,696,138 5,945,193,025,875
(Series C)
* 1 (one) Series A Dwiwarna split into 2 but 1 share will become Series B shares owned by the Republic of Indonesia with a
nominal value of IDR 3,750.00 per share.
Page 4
DATE OF PRINCIPLE APPROVAL FROM THE INDONESIA SECURITIES EXCHANGE
FOR THE STOCK SPLIT PLAN
The Company has applied for Approval in Principle for the Plan to Implement Stock Split on
the Company's Shares to PT Bursa Efek Indonesia (Indonesia Stock Exchange/IDX) through
Company Letter No. DIR/668 dated July 24, 2023. Based on this request, the Company has
received in-principle approval from the IDX as stated in the IDX Letter No. S-
06132/BEI.PP3/07-2023 dated July 26, 2023
REASONS AND PURPOSE OF SHARE SPLITTING
The reasons and objectives for carrying out a Stock Split are as follows:
1. The Company's primary goal in implementing the Stock Split is to increase demand for the
Company's shares by broadening the investor base.
2. Stock Split will make the price of the Company's shares become affordable for individual
investors (retail). As a result, the number of investors who can trade the Company's shares
will grow. As of the end of June 2023, 60.0% of the Company's shareholders are the
Government of the Republic of Indonesia, 26.1% are Foreign Institutional Investors, 9.1%
are Domestic Institutional Investors, and 4.8% are Retail Investors.
3. Because the number of shares issued by the Company will increase following the Stock
Split, the trading liquidity of the Company's shares will increase, resulting in more active
trading of the Company's shares on the Stock Exchange.
FORECAST OF SHARE SPLITTING IMPLEMENTATION
Activity Date
Application for Approval in Principle from the IDX Monday, July 24 2023
IDX approval Thursday, July 26, 2023
Notification of GMS to OJK regarding GMS plans with Friday, August 4, 2023
attach Agreement IDX Principles
Announcement and Information Disclosure on Stock Splits Friday, August 11, 2023
Plan
Proposed Meeting Agenda from Shareholder max. Monday, August 21, 2023
Recording Date of Shareholders Eligible to Attend the GMS Friday, August 25, 2023
Invitation to GMS Monday, August 28, 2023
GMS Tuesday, September 19, 2023
Summary Minutes of GMS Thursday, September 21, 2023
Receipt of notification of amendment to the articles of Thursday, September 21, 2023
association from Ministry of Law and Human Rights*
Application for the Listing of Additional Shares to the Thursday, September 21, 2023
Indonesian Stock Exchange for shares resulting from Stock
Splits*
Information Disclosure Related to Corporate Action* Wednesday, October 4, 2023
Page 5
Activity Date
IDX Announcement: * Monday, October 9, 2023
Theoretical Share Price
IDX Announcement: * Monday, October 9, 2023
Trading suspension at the Cash Market on 10-11 October
2023
Stock Split* Tuesday, October 10, 2023
*) Forecast
INFORMATION REGARDING THE IMPLEMENTATION OF THE GMS
The Company will carry out the stock split after obtaining GMS approval. Shareholder approval
for a Stock Split, as well as Amendments to the Articles of Association, will be proposed in the
Agenda for Approval of Stock Splits and Approval for Amendments to Article 4 of the Articles
of Association concerning Capital at the Company's Extraordinary General Meeting of
Shareholders (GMS) on September 19, 2023.
MISCELLANEOUS INFORMATION
1. The Company does not issue equity securities other than shares.
2. In regard with the POJK No. 15/2022, this Stock Split plan does not use a stock valuation
report.
3. The Company does not have a corporate action plan that will affect the number of shares
and/or capital of the Company which will be carried out within 6 (six) months after the date
of the Stock Split.
STATEMENT OF THE BOARD OF DIRECTORS
The Company's Board of Directors declares that they are responsible for the accuracy of the
information contained in this Disclosure of Information.
CORRESPONDENCE
Shareholders who require additional information may contact the Company during normal
business hours at the following address:
Corporate Secretary
PT Bank Negara Indonesia (Persero) Tbk
Grha BNI 24th Floor
Jl. Jenderal Sudirman Kav . 1
Jakarta 10220 – Indonesia
Phone: (021) 5728387
Email : corporate.secretary@bni.co.id or ir@bni.co.id
Website : www.bni.co.id
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