20250630_BNGA_Laporan Informasi dan Fakta Material_31910022_lamp3.pdf

     have submitted a form of declaration of intention to sell shares ("Form of Declaration to Sell Shares")
     accompanied by documents proving their legal ownership over the Company's shares and evidence that
     explains that the Spin-Off will cause losses to the relevant shareholders or the Company ("Supporting
     Documents"). In accordance with the provisions of the Financial Services Authority Regulation No.
     11/POJK.03/2016 regarding the Obligation to Provide Minimum Capital for Commercial Banks, the shares
     that can be requested to be bought back by the Company are the shares that have been issued for at
     least more than 5 years.

     The signed Form of Declaration to Sell Shares (and completed with Supporting Documents) must be
     submitted to PT Bima Registra as the Securities Administration Bureau (Biro Administrasi Efek or ”BAE")
     appointed by the Company or to the Company (u.p. Corporate Secretary).

     If there are Applicants who request their shares to be bought back by the Company, but do not fulfill the
     requirements as referred to in this Information Disclosure, then such Applicants shall not be entitled to
     request their shares to be purchased by the Company.

     Applicants who have shares in the form of scrip and intend to offer their shares, are required to firstly open
     a securities account at a securities company/custodian bank and convert the scrip shares into scripless
     shares by opening a sub securities account at a securities company/custodian bank by submitting a
     collective share letter to the BAE appointed by the Company. The cost of share conversion will be fully
     borne by the Applicant. Each Applicant who owns scrip shares and intends to convert their shares into
     scripless form must ensure that the shares are registered in their name in the Company's Shareholders
     Register on 27 May 2025 at 16:00 WIB.

B.   Shares Price and Price Determination Procedure

     Applications to participate in the buyback of shares by the Company must be submitted based on the
     terms and conditions stated in this procedure and the Form of Declaration to Sell Shares.

     The Company will purchase shares from the shareholders as mentioned above, at a price of Rp1,699
     (one thousand six hundred and ninety nine Rupiah) which is the average price of the daily closing trading
     price on the Indonesia Stock Exchange ("IDX") for 90 (ninety) calendar days prior to the date of the
     announcement of the summary of the spin-off plan of the Company's sharia business unit, which is 28
     April 2025.

C.   Implementation Period of Shares Buyback

                                   Information                                                Time
     Deadline for submission of the Form of Declaration to Sell Shares and       16.00 WIB on 7 July 2025
     Supporting Documents
     The period of submission of share subscription request ("Share              To be further communicated
     Buyback Period or Share Blocking Period") via TEND instruction              to the Applicant
     through the Corporate Actions/CA Election menu option in C-BEST by
     selecting the CASH option so that the shares have the status of
     "Blocked for CA".
     The effective date of the Spin-Off shall be as of PT Bank CIMB Niaga        4 May 2026 or any other date
     Syariah commences its business activities, which shall be no later than     subject to the Spin-off
     60 (sixty) business days as of the date on which the business license       Effective Date
     is granted and shall be stated in a statement letter from PT Bank CIMB
     Niaga Syariah, regarding the effectiveness of the Spin-off ("Spin-Off
     Effective Date")
     Estimated date of payment by the Company and delivery of shares             At the latest 3 business days
     from shareholders who have expressed their intention to sell their          after the Separation Effective
     shares ("Shares Buyback Payment Date")                                      Date




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D.   Procedure for the Purchase of Shares Owned by Shareholders of the Company Who Do Not
     Approve the Spin-Off Plan

     The mechanism of shares buyback by the Company is as follows:

     1.      Applicants who intend to sell their shares must fill in, sign and complete the Form of Declaration
             to Sell Shares which can be requested from the Company's Corporate Secretary or BAE,
             accompanied by Supporting Documents, until no later than 16.00 WIB on 7 July 2025. The Form
             of Declaration to Sell Shares and Supporting Documents that are not completed in accordance
             with the requirements as stated in the Form of Declaration to Sell Shares and this procedure will
             not be processed and the relevant shareholder will not be allowed to participate in the share
             buyback by the Company.

     2.      Applicants who have completed the Form of Declaration to Sell Shares and Supporting
             Documents must submit the Form of Declaration to Sell Shares along with the Supporting
             Documents to the appointed BAE, namely PT Bima Registra or to the Company (attention to
             Corporate Secretary). In the event that the Shares Selling Statement Form (and Supporting
             Documents) is submitted electronically, the signed Shares Selling Statement Form (and
             completed with Supporting Documents) must be sent to the e-mail of (i) the Company's
             Corporate Secretary, namely corporate.secretary@cimbniaga.co.id and (ii) BAE, namely
             ca@bimaregistra.co.id.

     3.      The Form of Declaration to Sell Shares and the Supporting Documents must be submitted by
             the Applicant between 09.00 WIB and 16.00 WIB at the latest on 7 July 2025 ("Shares Selling
             Statement Period"). The BAE will validate the data whether the shareholder is a shareholder
             who votes rejection during the voting in the EGMS on the Spin-Off Approval Agenda.

     4.      The Applicant who has submitted the Form of Declaration to Sell Shares and Supporting
             Documents during the Shares Selling Statement Period shall instruct the securities
             company/custodian bank where they keep their shares to input the TEND instruction through the
             Corporate Action/CA Election menu option in C-BEST by selecting the CASH option during the
             Shares Buyback Period or the Shares Blocking Period at the time determined by PT Kustodian
             Sentral Efek Indonesia ("KSEI"). Shares that have been designated for such instruction will have
             the status of Blocked for CA, therefore the Company's shares that have been blocked "Blocked
             for CA", cannot be assigned or transferred until the scheduled Share Buyback Payment Date,
             except in the event of a cancellation from the securities company/custodian bank made on behalf
             of the Applicant based on the terms and conditions stated in number 6 below.

     5.      At the end of each day during the Share Buyback Period or the Share Blocking Period, KSEI will
             provide a list of Applicants whose shares have been blocked by the appointed securities
             company, namely PT Bahana Sekuritas ("Appointed Securities Company") and BAE to verify
             and confirm the validity of the Applicant's share ownership and provide such confirmation to KSEI
             every day, and the last day is on 1 business day after the Share Buyback Period or the Share
             Blocking Period.

     6.      After being examined and determined as being entitled to have their shares bought back by the
             Company (the results of verification, examination and statement of entitlement by the Company
             are conclusive and binding on the Applicant), then the BAE will provide confirmation to KSEI and
             inform the Company to remit funds for the completion of the purchase to KSEI which will be
             carried out on 1 (one) business day before the Share Buyback Payment Date.

             Cancellation of Participation in the Buyback of Shares: Before the end of and during the
             Share Buyback Period or the Share Blocking Period, each Applicant who has submitted the Form
             of Declaration to Sell Shares and Supporting Documents, may cancel its participation in the
             share buyback process through the Applicant's securities company/custodian bank for all or part
             of its shares in accordance with the number of votes of shares that expressed disapproval on



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     the Spin-Off Approval Agenda in the EGMS, by written notification via email to the securities
     company and BAE appointed by the Company with a copy to KSEI.

     Applicants who cancel their participation in the share buyback offer must cancel the CASH
     instruction in the TEND event at C-BEST through the Securities Company/Custodian Bank. Such
     cancellation instruction will automatically restore the Applicant's share position from "Blocked for
     CA" to "Available".

7.   Payment for the bought back shares will be made on the Share Buyback Exercise Payment Date,
     which is no later than 3 business days after the Spin-Off Effective Date. On the Share Buyback
     Implementation Payment Date, KSEI will transfer or move the Offered Shares to be purchased,
     to the securities account of the securities company appointed by the Company (on behalf of the
     Company as the party conducting the share buyback) at KSEI after the transfer of funds from
     the Company to KSEI's account in accordance with the fund request letter from KSEI. Payment
     to Applicants who have met the requirements will be made by the Company through KSEI. KSEI
     will make fund payments to each securities company/custodian bank that manages securities
     accounts on behalf of Applicants that have met the requirements. Furthermore, the securities
     company/custodian bank will make payment to the Applicant who has met the requirements. The
     transfer of funds and shares will be carried out on the date of payment together with the
     transaction on the IDX.

8.   Payment to the securities company/custodian bank will be made in Rupiah after deducting
     commissions, applicable IDX transaction fees, share conversion fees (if any), and all applicable
     tax obligations that must be paid by the eligible Applicant in accordance with the provisions of
     the applicable laws and regulations.

9.   Parties Appointed by the Company

     In connection with the implementation of this share buyback, the Company has appointed the
     parties below:

        Securities Administration Bureau:                         Broker-Dealer:
                  PT Bima Registra                            PT Bahana Sekuritas
          Satrio Tower, 9th Floor Zone AA            Graha CIMB Niaga Building, 18th Floor
         Jl. Prof Dr Satrio Blok C4, Kav 6-7             Jl. Jendral Sudirman Kav. 58,
               Phone: (021) 2598-4818
            E-mail: ca@bimaregistra.co.id           Senayan, Kebayoran Baru, South Jakarta
                                                               DKI Jakarta 12190
                                                              Phone: (021) 2505081
                                                            E-mail: cs@bahana.co.id




           This Information disclosure is submitted in Jakarta, on 30 June 2025




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