20251127_BMRI_Pemanggilan RUPS_31988035_lamp2.pdf

    f.   The proposed approval of amendments to the Company's Articles of Association at the
         Meeting refers to the letter from the Head of the Indonesian State-Owned Enterprises
         Regulatory Agency (“BP BUMN”) No. S-23/BPU/10/2025 dated October 28, 2025
         regarding Amendments to the Articles of Association who requested that the Company
         amend its Articles of Association to comply with the SOE Law and the letter from the
         Financial Services Authority No. SR-42/KS.13/2025 dated September 24, 2025 regarding
         the Submission of the Approval Decision of PT Bank Mandiri (Persero) Tbk as the
         Operational PIKK for the Bank Mandiri Financial Conglomerate.

2. Delegation of Authority for Approval of the 2026 Company Work Plan and Budget.
   Explanation of the Second Agenda:
   a. Based on Article 16 paragraph (2) POJK RUPS, 1 (one) Shareholder or more representing
       1/20 (one twentieth) or more of the total number of shares with voting rights may
       propose an agenda item for the Meeting, unless the Articles of Association of the Public
       Company specify a smaller number.
   b. Holder of Dwiwarna A Series Share is entitled to propose agenda items for the Meeting in
       accordance with the provisions of Article 5 paragraph (4) letter c point 3)
       Jo. Article 23 paragraph (6) letter b point 1) of the Articles of Association of the Company.
   c. Based on the provisions of Article 15G paragraphs (3) and (5) of the SOE Law, the Board
       of Directors of the Company is required to prepare an annual work plan before the start
       of the upcoming fiscal year. The pertaining annual work plan shall be submitted to the
       GMS for approval.
   d. Based on the provisions of Article 95 paragraph (4) of the Minister of SOEs Regulation No.
       PER-2/MBU/03/2023 concerning Guidelines for Corporate Governance and Significant
       Corporate Activities of State-Owned Enterprises (“Permen BUMN 2/2023”), it is
       stipulated that for state-owned enterprises that have been declared healthy for 2
       consecutive years, the authority of the GMS/minister appointed and/or authorized to
       represent the government as a state shareholder in a Company (as applicable) in relation
       to the approval of the draft Company Work Plan and Budget may be delegated to the
       Board of Commissioners/Supervisory Board.
   e. Based on the provisions of Article 76 paragraph (1) of Permen BUMN 2/2023, the health
       level of SOEs is assessed using a rating based on a ranking system. As per the rating results
       from the rating agency PT Pemeringkat Efek Indonesia (Pefindo), the Company's rating
       for 2024 and 2023 is idAAA/Stable, which is Very Healthy based on the provisions of Article
       81 of Permen BUMN 2/2023.
   f. Based on the letter from the Head of BP BUMN No. S-57/BPU/11/2025 dated November
       14, 2025, regarding the Approval of the Implementation of the 2025 Extraordinary
       General Meeting of Shareholders (EGMS) of PT Bank Mandiri (Persero) Tbk, this Meeting
       Agenda Item is proposed as one of the agenda items to be submitted for approval at
       the Meeting.

3. Changes in the Company's Board of Management.
   Explanation of the Third Agenda:
   a. Based on Article 16 paragraph (2) POJK RUPS, one (1) or more Shareholders representing
       1/20 (one twentieth) or more of the total number of shares with voting rights may

      propose Agenda Items for the Meeting, unless the Articles of Association of the Public
      Company stipulate a smaller number.
   b. The Dwiwarna A Series Shareholderhas the right to propose Agenda Items in accordance
      with the provisions of Article 5 paragraph (4) letter c point 3) Jo. Article 23 paragraph (6)
      letter b point 1) of the Company's Articles of Association.
   c. Based on the provisions of Article 11 paragraph (10) and Article 14 paragraph (12) of the
      Company's Articles of Association, the members of the Board of Directors and Board of
      Commissioners are appointed and dismissed by the GMS, which must be attended and
      approved by the Dwiwarna A Series Shareholder.
   d. Based on the letter from the Head of BP BUMN No. SR-69/BPU/11/2025 dated November
      19, 2025, regarding the Addition of the Agenda for Management Changes at the
      Extraordinary General Meeting of Shareholders (EGMS) of PT Bank Mandiri (Persero), Tbk.
      in the Year 2025, this agenda item is proposed as one of the agenda items to be submitted
      for approval at the Meeting.

Notes:
1. The Company did not send separate invitations to Shareholders because this Invitations
   constitutes an official invitation to the Company's Shareholders to attend the Meeting.
2. Shareholders who are entitled to attend or be represented at the Meeting are Shareholders
   of the Company whose names are recorded in the Company's Shareholder Register and/or
   owners of shares of the Company in the securities account balance records at the Collective
   Custody of PT Kustodian Sentral Efek Indonesia (“KSEI”) at the closing of stock trading on
   Tuesday, November 26, 2025, at 16:00 WIB (“Eligible Shareholders”).
3. Considering the provisions of the POJK 15/2020 and Financial Services Authority Regulation
   No. 14 of 2025 concerning the Implementation of General Meetings of Shareholders,
   Bondholders, and Sukuk Holders Electronically, the Company suggests Eligible Shareholders
   not to attend the Meeting physically, but instead to attend the Meeting electronically
   and/or grant a proxy for their attendance and voting electronically. Participation of the
   Eligible Shareholders in the Meeting may be carried out by the following mechanism:
   a. attend the Meeting electronically through the eASY.KSEI (https://akses.ksei.co.id/)
      application; or
   b. represented by another party by granting the power of attorney electronically through
      the eASY.KSEI (https://akses.ksei.co.id/).

4. Shareholders who attend electronically or authorize electronically (e-proxy) through the
   eASY.KSEI application are Shareholders whose shares are kept in the collective custody of
   KSEI. To use the eASY.KSEI application, Shareholders may access the eASY.KSEI menu at the
   AKSes.KSEI facility (https://akses.ksei.co.id/), subject to the following conditions:
   a. Shareholders inform their attendance or appoint their proxies and/or submit voting
       choices on the eASY.KSEI application, no later than 12.00 WIB on 1 (one) business day
       before the date of the Meeting.
   b. Shareholders who will attend electronically or provide electronic proxies to the Meeting
       through the eASY.KSEI application, must pay attention to the following matters:
       1) Registration Process;

         2) The process of submitting questions and/or opinions electronically;
         3) Voting Process;
         4) GMS broadcast.
         Guidelines for registration, usage, and further explanation of eASY.KSEI can be
         downloaded from the eASY.KSEI website (http://akses.ksei.co.id) or on the Company's
         website (https://www.bankmandiri.co.id/web/gcg/extraordinary-general-meeting).

5. Electronic attendance of shareholders through the eASY.KSEI facility should take into
   account the following matters:
   a. The Shareholders mentioned below must register their attendance electronically in
       eASY.KSEI on the date of the Meeting starting from 11.00 to 14.30 WIB with the
       following explanation:
       1) Local individual Shareholders who have not declared their attendance or proxy in
            eASY.KSEI until the specified time limit and intend to attend the Meeting
            electronically.
       2) Local individual shareholders who have submitted a declaration of attendance but
            have not yet set a minimum voting option for 1 (one) Meeting Agenda Item in the
            eASY.KSEI facility by the specified deadline and wish to attend the Meeting
            electronically.
       3) Proxy from the Shareholders who have granted power of attorney to the
            independent representative or individual representative, but have not determined
            at least one voting choice for the Meeting agenda in the eASY.KSEI facility until the
            specified time limit.
       4) Proxy from the Shareholders who have granted power of attorney to
            participant/intermediary (Custodian Bank or Securities Company) and have
            submitted their vote in eASY.KSEI until the specified time limit.
     b. For Shareholders who have granted an attendance declaration or proxy to the
        independent representative or individual representative and have submitted their vote
        for the Meeting agenda in eASY.KSEI until the specified time limit, such Shareholder/the
        Proxy is not required to register attendance electronically in eASY.KSEI.
     c. Any delay or failure in the electronic registration process for any reason will cause the
        Shareholders or their Proxy are unable to attend the Meeting electronically, and their
        share ownership will not be calculated as the attendance quorum.

6.    Shareholders who hold shares in the form of certificates (script) may attend the Meeting in
      person.

7.    The Chairman of the Meeting, the Board of Directors and Board of Commissioners, as well
      as capital market supporting professions that assist in the implementation of the Meeting,
      shall attend the Meeting in person.

8.    Meeting       materials       are       available    on      the      Company’s         website
      (https://www.bankmandiri.co.id/en/web/gcg/extraordinary-general-meeting) from the
      date of this Notice until the date of the Meeting, with the provision that the curriculum vitae
      of the candidates for the Company’s Management to be appointed will be available no later
      than the time the Meeting is held as stipulated in the provisions of laws and regulations.

9.   Food, beverages and souvenirs would not be provided by the Company.

10. The Company may make further announcements if there are changes and/or additions to
    information related to the procedures for conducting the Meeting with reference to the
    provisions of the applicable laws and regulations.



                               Jakarta, November 27, 2025

                              PT Bank Mandiri (Persero) Tbk
                                   Board of Directors