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DISCLOSURE OF INFORMATION TO THE SHAREHOLDERS OF
PT MAP AKTIF ADIPERKASA TBK
(“INFORMATION DISCLOSURE”)
To comply with Financial Services Authority Regulation No. 17/POJK.04/2020 of 2020
regarding Material Transactions and Changes in Business Activities (“POJK 17/2020”) and Financial
Services Authority Regulation No. 42/POJK.04/2020 of 2020 regarding Affiliated Transactions and
Conflicts of Interest Transactions (“POJK 42/2020”)
THE INFORMATION CONTAINED IN THIS INFORMATION DISCLOSURE IS IMPORTANT TO BE READ
AND CONSIDERED BY THE SHAREHOLDERS OF PT MAP AKTIF ADIPERKASA TBK
(“Company”)
Main Business Activities:
Engaged in general trade, including wholesale and retail trade, and acting as a distributor for third
parties.
Domiciled in Jakarta Pusat, Indonesia
Head Office:
Sahid Sudirman Center, Lt. 26
Jl. Jend. Sudirman Kav. 86
Jakarta 10220, Indonesia
Telephone: +62 21 574-5808
Facsimile: +62 21 574-6786
Website: www.mapactive.co.id
Email: corpsec@mapactive.id
THE COMPANY’S BOARD OF DIRECTORS AND BOARD OF COMMISSIONERS, WHETHER ACTING
SINGLY OR JOINTLY, DECLARE THAT THEY ARE FULLY RESPONSIBLE FOR THE ACCURACY AND
COMPLETENESS OF THE INFORMATION AS DISCLOSED IN THIS INFORMATION DISCLOSURE AND,
AFTER CONDUCTING A DUE DILIGENCE REVIEW, AFFIRM THAT THE INFORMATION DISCLOSED IN
THIS INFORMATION DISCLOSURE IS TRUE AND THAT NO MATERIAL AND RELEVANT FACTS HAVE
BEEN OMITTED OR EXCLUDED, THAT WOULD MAKE THE INFORMATION AS DISCLOSED IN THIS
DISCLOSURE UNTRUE AND/OR MISLEADING.
This Information Disclosure is issued in Jakarta
on 1 July 2026
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I. OVERVIEW
The information contained in this Information Disclosure is prepared to comply with the Company's
obligation to disclose information regarding Material Transactions and Affiliate Transactions to be
conducted by the Company.
On 29 June 2026, the Company, its subsidiary, Athletica International Holdings Pte. Ltd., a company
domiciled in Singapore (“AIH”), and Frasers Group Trading Limited (formerly known as
Sportsdirect.com Retail Limited), a company domiciled in England (“FGT”), have signed an
Agreement for the Sale and Purchase of the Entire Issued Share Capital of Sports Direct Malaysia
Sdn. Bhd (“SDM”) (“Share Sale and Purchase Agreement”) relating to the sale and purchase of
1,000,000 (one million) shares, representing 100% (one hundred percent) of the total issued shares
of SDM, by FGT as the seller to AIH as the purchaser. The value of the sale and purchase transaction
of shares in SDM is USD 148,907,494 (one hundred forty-eight million nine hundred seven thousand
four hundred ninety-four United States Dollars), which is equivalent to Rp2,505,300,000,000 (two
trillion five hundred and five billion and three hundred million Indonesian Rupiah), calculated based
on exchange rate, being 1 USD equals Rp 16,825. The transaction arising from or in connection with
this Share Sale and Purchase Agreement shall hereinafter be referred to as the “Sale and Purchase
of Shares Transaction.”
In connection with the Sale and Purchase of Shares Transaction, the Company agrees to provide a
corporate guarantee to secure the due and punctual performance, observance, and fulfilment by
AIH of all its obligations and responsibilities to FGT under the Share Sale and Purchase Agreement.
The Sale and Purchase of Shares Transaction and the provision of such corporate guarantee
constitute a single integrated series of transactions and, accordingly, shall not exist independently of
one another.
Whereas, on the same date as the execution of the Share Sale and Purchase Agreement, Athletica
SD Holdings Pte. Ltd., a subsidiary of the Company domiciled in Singapore (“ASH”), together with
SDM and the Company, have signed a Local Retail Agreement, pursuant to which ASH grants SDM a
non‑exclusive right to: (i) establish and operate retail stores under the “Sports Direct” and “USC”
brands (offline and online); and (ii) sell various products bearing trademarks owned by the
respective brand owners at multi‑brand retail stores owned and operated by SDM within the
territory of Malaysia. ASH has a right to do so pursuant to a Retail Agreement signed between FGT,
USC IP Limited, International Brand Management Limited, ASH, and the Company (as amended by an
Amendment Agreement entered into on the same date as the signing of the Share Purchase
Agreement).
The transaction arising under the Local Retail Agreement shall hereinafter be referred to as
"Transaction for the Grant of Retail Rights".
In connection with the Transaction for the Grant of Retail Rights, the Company has agreed to provide
a corporate guarantee to secure the performance and fulfilment of all obligations of SDM to ASH
under the Local Retail Agreement.
The transaction concerning the provision of corporate guarantees by the Company in connection
with (i) the Share Sale and Purchase Agreement and (ii) the Local Retail Agreement shall hereinafter
be collectively referred to as the “Corporate Guarantee Transaction” which, together with the Share
Sale and Purchase Transaction and Transaction for the Grant of Retail Rights, shall be referred to as
the “Transactions.”
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The Share Sale and Purchase Transaction, the Transaction for the Grant of Retail Rights and the
Corporate Guarantee Transaction constitute a single integrated series of transactions and,
accordingly, shall not exist independently of one another. Accordingly, the Company is submitting
the disclosure of information in respect thereof simultaneously.
The Share Sale and Purchase Transaction and the provision of a corporate guarantee by the
Company to secure AIH’s obligations to FGT under the Share Sale and Purchase Agreement
constitute transactions that fall within the category of Material Transactions as governed under POJK
No. 17/2020, as the transaction value exceeds 20% (twenty percent) but does not exceed 50% (fifty
percent) of the Company’s equity, calculated based on the Company’s Annual Financial Statements
for the financial year ended 31 December 2025 (the “Financial Statements”) audited by Public
Accounting Firm Liana Ramon Xenia & Rekan (“LRX”)1. Furthermore, the provision of the corporate
guarantee by the Company to secure AIH’s obligations to FGT under the Share Sale and Purchase
Agreement constitutes an Affiliate Transaction as governed under POJK No. 42/2020, however, such
provision of the corporate guarantee qualifies as an Affiliate Transaction that is only required to be
reported to the Financial Services Authority (Otoritas Jasa Keuangan – “OJK”), as the transaction is
carried out between the Company and AIH, being a subsidiary company whose shares are directly
and wholly (100%) owned by the Company.
Transaction for the Grant of Retail Rights and the provision of a corporate guarantee by the
Company to secure SDM’s obligations to ASH under the Local Retail Agreement does not constitute a
Material Transaction as governed under POJK 17/2020 however, it constitutes an Affiliate
Transaction as governed under POJK 42/2020. This transaction does not constitute a Material
Transaction, as the value of the transaction is not expected to reach an amount equivalent to or
exceeding 20% of the Company’s equity. The SDM obligations under the Local Retail Agreement,
which are guaranteed by the Company, are contingent upon the sales performance generated from
SDM’s retail trading activities, whereby SDM is required to pay royalties calculated based on the
sales of products. Based on the historical data of similar transactions undertaken by the Company,
the transactions’ value is not expected to meet the criteria of a Material Transaction under POJK No.
17/2020.
The Transaction for the Grant of Retail Rights constitutes an Affiliated Transaction that must obtain a
fairness opinion from an independent appraiser and be disclosed to the public no later than 2 (two)
business days after the transaction date. This is because the Transaction for the Grant of Retail
Rights is conducted between ASH and SDM, where ASH is a subsidiary of the Company, with 90%
(ninety percent) of its shares indirectly owned by the Company, while SDM will become a subsidiary
of the Company, with 100% (one hundred percent) of its shares indirectly owned by the Company
upon the effectiveness of the Share Sale and Purchase Transaction. The provision of corporate
guarantees in connection with the Local Retail Agreement constitutes an Affiliated Transaction that
only need to be reported to the OJK, as the transaction is conducted between the Company and
SDM, which, following the completion of the Share Sale and Purchase Transaction, will become a
subsidiary of the Company, with 100% (one hundred percent) of its shares indirectly owned by the
Company.
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LRX is a member (as such term is used in Regulation of the Ministry of Finance Number 186/PMK.01/2021
and Regulation of the Financial Services Authority Number 9 of 2023 (the "Relevant Law")) of Deloitte
Southeast Asia Limited ("DSEAL"). DSEAL is the registered Foreign Audit Organisation ("Organisasi Audit Asing"
or "OAA") to LRX for the purposes of the Relevant Law. LRX is a legally separate and independent entity liable
for its own acts and omissions and it cannot obligate or bind DEAL in respect of third parties.
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In accordance with the prevailing laws and regulations, in particular the provisions of POJK No.
17/2020 and POJK No. 42/2020, the Board of Directors of the Company hereby announces this
Information Disclosure for the purpose of providing an explanation to the Company’s shareholders
regarding the considerations and reasons for entering into the Transactions, as part of the
Company’s compliance with the requirements set forth under POJK No. 17/2020 and POJK No.
42/2020.
II. INFORMATION REGARDING THE TRANSACTIONS
A. Transaction, Object, and Transaction Value
1. Share Sale and Purchase Transaction
a. The object of the Share Sale and Purchase Transaction is the sale and purchase of
1,000,000 (one million) shares in SDM, representing 100% (one hundred percent) of
all issued shares of SDM, carried out between FGT as the seller and AIH as the
purchaser.
b. The value of the Share Sale and Purchase Transaction amounting USD 148,907,494
(one hundred forty‑eight million nine hundred seven thousand four hundred
ninety‑four United States Dollars), which is equivalent to Rp2,505,300,000,000 (two
trillion five hundred and five billion and three hundred million Indonesian Rupiah),
calculated based on exchange rate, being 1 USD equals Rp 16,825.
c. Financial Information of SDM
Financial Position 31 December 30 April 2025 30 April 2024
2025*
Assets
Current Assets 246,638,493 204,075,145 198,465,016
Non-Current Assets 95,302,543 100,481,079 101,763,576
Total Assets 341,941,036 304,556,224 300,228,592
Liabilities and Equity
Current Liabilities 53,343,148 49,007,969 65,140,241
Non-Current Liabilities 41,212,617 46,433,179 45,839,077
Total Liabilities 94,555,765 95,441,148 110,979,318
Total Equity 247,385,271 209,115,076 189,249,274
Total Liabilities and Equity 341,941,036 304,556,224 300,228,592
Statement of Profit or Loss and Other Comprehensive Income
Operating Profit 52,927,116 67,774,256 69,505,089
Current Comprehensive 38,270,195 48,865,802 49,785,557
Profit
Notes:
- The financial information of SDM is presented in Malaysian Ringgit.
- The income statements as of December 2025 cover only an 8-month period,
while the income statements as of April 2025 and April 2024 each cover a 12-
month period.
d. Impact of the Transaction on the Company’s Financial Condition
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PT MAP AKTIF ADIPERKASA Tbk DAN ENTITAS ANAK
LAPORAN POSISI KEUANGAN KONSOLIDASIAN PROFORMA
31 DESEMBER 2025
Laporan Posisi Laporan Posisi
Keuangan Keuangan Laporan Posisi
Konsolidasian Konsolidasian Keuangan
Historis Historis Konsolidasian
PT Map Aktif Sports Direct Penyesuaian Proforma Setelah
Adiperkasa Tbk Malaysia Sdn. Bhd. Proforma Penyesuaian
Rp Juta Rp Juta Rp Juta Rp Juta
ASET
ASET LANCAR
Kas dan setara kas 1,457,837 404,721 (404,721) 1,457,837
Piutang usaha - bersih
Pihak berelasi 4,892 151 (151) 4,892
Pihak ketiga 376,346 2,636 151 379,133
Piutang lain-lain
Pihak berelasi 9,596 67 (67) 9,596
Pihak ketiga 220,683 13,700 67 234,450
Persediaan - bersih 5,654,063 550,615 - 6,204,678
Uang muka 182,257 - - 182,257
Pajak dibayar di muka 140,717 5,008 - 145,725
Biaya dibayar di muka 85,313 2,659 - 87,972
Uang jaminan - 42,443 - 42,443
Instrumen keuangan derivatif 119 - - 119
Jumlah Aset Lancar 8,131,823 1,022,000 (404,721) 8,749,102
ASET TIDAK LANCAR
Aset pajak tangguhan - bersih 64,321 18,615 - 82,936
Aset tetap - bersih 3,010,309 136,157 480 3,146,946
Aset hak-guna - bersih 2,267,762 240,134 - 2,507,896
Goodwill dan aset takberwujud lainnya 91,599 - 1,263,897 1,820,215
464,719
Biaya lisensi yang ditangguhkan dan merek - bersih 8,009 - - 8,009
Uang jaminan 563,920 - - 563,920
Uang muka pembelian aset tetap 41,741 - - 41,741
Jumlah Aset Tidak Lancar 6,047,661 394,906 1,729,096 8,171,663
JUMLAH ASET 14,179,484 1,416,906 1,324,375 16,920,765
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PT MAP AKTIF ADIPERKASA Tbk DAN ENTITAS ANAK
LAPORAN POSISI KEUANGAN KONSOLIDASIAN PROFORMA (lanjutan)
31 DESEMBER 2025
Laporan Posisi Laporan Posisi
Keuangan Keuangan Laporan Posisi
Konsolidasian Konsolidasian Keuangan
Historis Historis Konsolidasian
PT Map Aktif Sports Direct Penyesuaian Proforma Setelah
Adiperkasa Tbk Malaysia Sdn. Bhd. Proforma Penyesuaian
Rp Juta Rp Juta Rp Juta Rp Juta
LIABILITAS DAN EKUITAS
LIABILITAS JANGKA PENDEK
Utang bank - - - -
Utang usaha
Pihak berelasi 21 3,032 (3,032) 21
Pihak ketiga 1,522,545 37,352 - 1,559,897
Utang lain-lain
Pihak berelasi 44,644 80 (80) 44,644
Pihak ketiga 479,596 13,525 - 493,121
Utang pajak 181,292 - - 181,292
Biaya yang masih harus dibayar 722,470 59,432 - 781,902
Pendapatan diterima di muka 9,559 4,661 - 14,220
Liabilitas jangka panjang yang jatuh tempo dalam satu tahun
Liabilitas sewa 799,440 94,789 - 894,229
Utang pembelian kendaraan 5,994 - - 5,994
Utang pembelian saham - - 339,867 339,867
Kewajiban pembongkaran aset - 8,167 - 8,167
Instrumen keuangan derivatif 1,505 - - 1,505
Jumlah Liabilitas Jangka Pendek 3,767,066 221,038 336,755 4,324,859
LIABILITAS JANGKA PANJANG
Liabilitas jangka panjang - setelah dikurangi bagian yang
jatuh tempo dalam satu tahun
Liabilitas sewa 1,078,512 152,105 - 1,230,617
Utang pembelian kendaraan 5,205 - - 5,205
Utang pembelian saham - - 1,709,263 1,709,263
Liabilitas imbalan kerja 206,513 - - 206,513
Liabilitas pajak tangguhan - bersih 134,166 - 303,451 437,617
Kewajiban pembongkaran aset 144,629 18,669 - 163,298
Jumlah Liabilitas Jangka Panjang 1,569,025 170,774 2,012,714 3,752,513
JUMLAH LIABILITAS 5,336,091 391,812 2,349,469 8,077,372
EKUITAS
Modal saham - nilai nominal Rp 10 per saham
Modal dasar - 50.000.000.000 saham
Modal ditempatkan dan disetor -
28.504.000.000 saham 285,040 4,144 (4,144) 285,040
Tambahan modal disetor - bersih 825,655 - - 825,655
Penghasilan komprehensif lain 285,608 - - 285,608
Selisih transaksi ekuitas dengan pihak non-pengendali (62,926) - - (62,926)
Saldo laba
Ditentukan penggunaannya 20,000 - - 20,000
Tidak ditentukan penggunaannya 7,361,720 1,020,950 559,317 7,361,720
(1,580,267)
Ekuitas yang diatribusikan
kepada pemilik Entitas Induk 8,715,097 1,025,094 (1,025,094) 8,715,097
Kepentingan nonpengendali 128,296 - - 128,296
JUMLAH EKUITAS 8,843,393 1,025,094 (1,025,094) 8,843,393
JUMLAH LIABILITAS DAN EKUITAS 14,179,484 1,416,906 1,324,375 16,920,765
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PT MAP AKTIF ADIPERKASA Tbk DAN ENTITAS ANAK
LAPORAN LABA RUGI DAN PENGHASILAN KOMPREHENSIF LAIN KONSOLIDASIAN PROFORMA
31 DESEMBER 2025
Laporan Laba Rugi
dan Penghasilan Laporan Laba Rugi
Komprehesif Lain dan Penghasilan
Konsolidasian Komprehesif Lain
Historis Konsolidasian
PT Map Aktif Penyesuaian Proforma Setelah
Adiperkasa Tbk Proforma Penyesuaian
Rp Juta Rp Juta Rp Juta
PENDAPATAN BERSIH 19,279,923 - 19,279,923
BEBAN POKOK PENDAPATAN (10,191,037) - (10,191,037)
LABA KOTOR 9,088,886 - 9,088,886
Beban penjualan (5,658,491) - (5,658,491)
Beban umum dan administrasi (895,226) - (895,226)
Beban keuangan (167,964) - (167,964)
Penyisihan persediaan - bersih (48,745) - (48,745)
Kerugian kurs mata uang asing - bersih (17,922) - (17,922)
Kerugian penghapusan/penjualan aset tetap (11,450) - (11,450)
Penghasilan bunga 10,602 - 10,602
Kerugian lain-lain - bersih (25,797) - (25,797)
LABA SEBELUM PAJAK 2,273,893 - 2,273,893
BEBAN PAJAK PENGHASILAN - BERSIH (571,536) - (571,536)
LABA BERSIH TAHUN BERJALAN 1,702,357 - 1,702,357
PENGHASILAN KOMPREHENSIF LAIN, SETELAH PAJAK
Pos yang tidak akan direklasifikasi ke
laba rugi:
Pengukuran kembali atas liabilitas
imbalan pasti (7,198) - (7,198)
Pos yang akan direklasifikasi ke
laba rugi:
Selisih kurs penjabaran laporan keuangan
dari kegiatan usaha luar negeri 170,781 - 170,781
Jumlah penghasilan komprehensif lain
tahun berjalan, setelah pajak 163,583 - 163,583
JUMLAH PENGHASILAN KOMPREHENSIF TAHUN BERJALAN 1,865,940 - 1,865,940
LABA (RUGI) BERSIH PERIODE BERJALAN
YANG DAPAT DIATRIBUSIKAN KEPADA:
Pemilik Entitas Induk 1,720,895 - 1,720,895
Kepentingan Non-pengendali (18,538) - (18,538)
Laba Bersih Tahun Berjalan 1,702,357 - 1,702,357
JUMLAH PENGHASILAN (KERUGIAN) KOMPREHENSIF
YANG DAPAT DIATRIBUSIKAN KEPADA:
Pemilik Entitas Induk 1,872,381 - 1,872,381
Kepentingan Non-pengendali (6,441) - (6,441)
Jumlah Penghasilan Komprehensif Tahun Berjalan 1,865,940 - 1,865,940
LABA PER SAHAM DASAR
(dalam Rupiah penuh) 60 60
2. Corporate Guarantee Transaction in Connection with the Share Sale and Purchase
Transaction
a. The object of the Corporate Guarantee Transaction is the provision of a corporate
guarantee by the Company to secure the due and punctual performance, observance,
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and fulfilment by AIH, as the guaranteed party, of all its obligations and
responsibilities to FGT, as the beneficiary of the guarantee, under the Share Sale and
Purchase Agreement.
b. The value of the corporate guarantee shall be equal to the total amount of all
obligations and liabilities to be performed and fulfilled by AIH arising under the Share
Sale and Purchase Agreement, the amount of which shall be equal to the value of the
Share Sale and Purchase Transaction, being USD 148,907,494 (one hundred
forty‑eight million nine hundred seven thousand four hundred ninety‑four United
States Dollars), which is equivalent to Rp2,505,300,000,000 (two trillion five hundred
and five billion and three hundred million Indonesian Rupiah).
c. The corporate guarantee provided by the Company shall remain valid and effective
until all obligations of AIH under the Share Sale and Purchase Agreement have been
fully performed, observed, and fulfilled. In the event that AIH fails or is unable to
perform its obligations or responsibilities, the Company, as the guarantor, shall be
required to perform such obligations or responsibilities of AIH, promptly upon receipt
of a demand from FGT.
d. The Company hereby states that the provision of the corporate guarantee by the
Company does not pose any material risk that would adversely affect the continuity
of the Company’s business operations or its financial condition, even if the
obligations or responsibilities of AIH under the Share Sale and Purchase Agreement
are required to be performed by the Company.
3. The Transaction for the Grant of Retail Rights
The object of the Transaction for the Grant of Retail Rights is the granting of non-
exclusive rights from ASH to SDM to: (i) establish and operate retail stores under the
“Sports Direct” and “USC” brands (offline and online); and (ii) sell various products
bearing trademarks owned by the respective brand owners in multi-brand retail stores
owned and operated by SDM within the territory of Malaysia. The Transaction for the
Grant of Retail Rights will become effective upon completion of the Share Sale and
Purchase Transaction.
The value of the Transaction for the Grant of Retail Rights is based on the royalty fees
payable by SDM, which are calculated based on the sales of products.
4. Corporate Guarantee Transaction in connection with the Transaction for the Grant of
Retail Rights
a. The object of the guarantee is the provision of a corporate guarantee by the
Company to secure all obligations of SDM, as the guaranteed party, to ASH, as the
beneficiary of the guarantee, under the Local Retail Agreement.
b. The value of the corporate guarantee is equal to the total obligations that must be
fulfilled and performed by SDM arising under the Local Retail Agreement.
B. Information regarding parties involved in the Transactions
Share Sale and Purchase Transaction
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1. Company
a. Background Overview
The Company was established pursuant to Deed of Incorporation No. 40 dated
March 11, 2015, executed before Hannywati Gunawan, SH, Notary in Jakarta. The
Deed of Establishment has been ratified by the Minister of Law and Human Rights of
the Republic of Indonesia pursuant to Decree No. AHU‐0011719.AH.01.01.TAHUN
2015 dated March 13, 2015.
The Company’s Articles of Association have been amended several times, with the
most recent amendment set forth in the Deed of Statement of Meeting Resolutions
No. 221, dated June 27, 2024, made before Hannywati Gunawan, S.H., a Notary in
Jakarta, which has been approved by the Minister of Law and Human Rights
pursuant to Decree No. AHU-0043212.AH.01.02.TAHUN 2024 dated July 17, 2024.
b. Purposes and Objectives and Business Activities
Pursuant to Article 3 of the Articles of Association of the Company, the purposes and
objectives of the Company are to undertake business in the field of:
a. wholesale and retail trade;
b. transportation and warehousing; and
c. professional, scientific and technical activities
To achieve the abovementioned purposes and objectives, the Company may
undertake the following business activities:
a. Wholesale trading of textiles
b. Wholesale trading of apparels
c. Wholesale trading of footwear
d. Wholesale trading of other textile products
e. Other wholesale trading of textiles, apparels, and footwear
f. Wholesale trading of photographic equipment and optical goods
g. Wholesale trading of cosmetics for personal use
h. Wholesale trading of household equipment and supplies
i. Wholesale trading of sporting goods
j. Wholesale trading of jewellery and watches
k. Wholesale trading of games and children’s toys
l. Wholesale trading of various other household goods and supplies
m. Wholesale trading of a wide range of goods
n. Wholesale trading of other products
o. Wholesale trading on a fee or contract basis
p. Retail trade of a wide range of goods, predominantly non-food, beverages,
or tobacco, in department stores
q. Retail trade of textiles
r. Retail trade of household textile products
s. Retail trade of household electrical appliances, lighting equipment, and
related accessories
t. Retail trade of sporting goods in specialized stores
u. Retail trade of games and children’s toys in specialized stores
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v. Retail trade of apparel
w. Retail trade of shoes, sandals, and other footwear
x. Retail trade of apparel accessories
y. Retail trade of bags, wallets, suitcases, backpacks, and similar items
z. Retail trade of cosmetics for personal use
aa. Retail trade of photographic equipment and related accessories
bb. Retail trade of optical products and related accessories
cc. Retail trade of eyewear
dd. Retail trade of watches
ee. Retail trade via media for mixed goods
ff. Operation of web portals and/or digital platforms for commercial purposes
gg. Other management consultancy activities
hh. Warehousing and storage
c. Capital Structure and Shareholdings
As of the date of this Information Disclosure, the capital structure, composition of
shareholders, and shareholdings of the Company, based on the Company’s Register
of Shareholders as of 30 June 2026, issued by PT Datindo Entrycom, as the
Company’s Share Registrar, are as follows:
Nominal Value
Number of @Rp10 per share
Remarks (%)
Shares
(Rp)
Authorized Capital 50,000,000,000 500,000,000,000
Issued and Paid Up Capital:
PT Mitra Adiperkasa, Tbk 19,618,986,600 196,189,866,000 68.83
Public 8,885,013,400 88,850,134,000 31.17
Total Issued and Paid Up Capital 28,504,000,000 285,040,000,000 100.00
d. Management and Supervisory
As of the date of this Information Disclosure, the composition of the Company’s
Board of Directors and Board of Commissioners is as set out in the Deed of
Statement of Meeting Resolutions No. 220 dated 27 June 2024, made before
Hannywati Gunawan, SH, a Notary in Jakarta, as follows:
Board of Directors
President Director : Nicholas Jones
Vice President Director : Handaka Santosa
Director : Sameer Prasad
Director : Sjeniwati Gusman
Director : Miquel Rodrigo Staal
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Board of Commissioners
President Commissioner : Virendra Prakash Sharma
Vice President Commissioner : Susiana Latif
Independent Commissioner : Juliani Gozali
Commissioner : Sintia Kolonas
Independent Commissioner : Hendry Hasiholan Batubara
e. Address
Company has its address at Sahid Sudirman Center, Lantai 26, Jl. Jenderal Sudirman
Kav. 86, Jakarta Pusat, Jakarta 10220.
2. Athletica International Holdings Pte. Ltd
a. Background Overview
AIH was incorporated in Singapore on 19 February 2016 under the name Map Aktif
Adiperkasa Pte. Ltd. and was renamed AIH on 14 February 2020.
b. Purposes and Objectives
Purposes and objectives of AIH is to undertake activity as a holding company.
c. Capital Structure and Shareholdings
As of the date of this Information Disclosure, the capital structure, composition of
shareholders, and shareholdings of AIH are as follows:
Remarks Number of Nominal value
Shares @USD1,00
Per share %
(USD)
Issued and Paid Up Capital:
PT Map Aktif Adiperkasa Tbk. 229,080,024 229,080,024 100
Total Issued and Paid Up Capital 100
229,080,024 229,080,024
d. Management
As of the date of this Information Disclosure, the composition of the Board of
Directors of AIH is as follows:
Director : Virendra Prakash Sharma
Director : Susianna Latif
Director : Sjeniwati Gusman
Director : Miquel Rodrigo Staal
Director : Ng Seok Imm
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e. Address
AIH’s registered office address is at 180 Paya Lebar Road #10-01 Yi Guang factory
Building, Singapore 409032.
3. Frasers Group Trading Limited (formerly known as Sportsdirect.com Retail Limited)
a. Background Overview
FGT was incorporated in England and Wales on 21 July 1997 and is registered under
company number 03406347. The Articles of Association of FGT have been amended
since its incorporation, with the most recent amendment made on 28 April 2008.
b. Purposes and Objectives
The purposes and objectives of FGT are the retail sale of new goods in specialized
stores (excluding commercial art galleries and opticians).
c. Capital Structure and Shareholdings
As of the date of this Information Disclosure, the capital structure, composition of
shareholders, and shareholdings of FGT are as follows:
Remarks Number of Nominal Value
Shares @GBP1,00
Per share %
(GBP)
Frasers Group plc
1,000,000 1,000,000 100
d. Management
As of the date of this Information Disclosure, the composition of the Board of
Directors of FGT is as follows:
Director : Daniel Mark Meenan
Director : Sean Matthew Nevitt
e. Address
FGT has its registered office at Unit A, Brook Park East Shirebrook, NG20 8RY
The Transaction for the Grant of Retail Rights
4. Athletica SD Holdings Pte. Ltd
a. Background Overview
ASH was incorporated in Singapore on 19 March 2025. It is a private company
limited by shares.
12
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b. Purposes and Objectives
The purposes and objectives of ASH is to engage in business activities in the retail
trade of apparel and sporting goods, as well as in the wholesale trade of a wide
range of goods without a dominant product.
c. Capital Structure and Shareholdings
As of the date of this Information Disclosure, the capital structure, composition of
shareholders, and shareholdings of ASH are as follows:
Remarks Number of Nilai nominal
Shares @USD1,00
Per share %
(USD)
Issued and Paid Up Capital:
Athletica International Holdings Pte.Ltd 9,000 9,000 90
Frasers Group Trading Limited 1,000 1,000 10
Total Issued and Paid Up Capital 10,000 10,000 100
d. Management
As of the date of this Information Disclosure, the composition of the Board of
Directors of ASH is as follows:
Director : Miquel Rodrigo Staal
Director : Ng Seok Imm (Huang Shuxin)
Director : Sjeniwati Gusman
e. Address
ASH has its address at 180 Paya Lebar Road #10-01 Yi Guang factory Building,
Singapura 409032.
5. Sports Direct Malaysia Sdn. Bhd
a. Background Overview
SDM was incorporated in Malaysia on 14 December 2010 and is registered under
company number 201001041238 (925166-M). It is a private company limited by
shares.
b. Purposes and Objectives
The purposes and objectives of SDM are:
a. to conduct business as an importer, exporter, general trader, manufacturer,
wholesaler, retailer, distributor, commission agent, and merchant of all types of
13
Page 14
fashion products, sporting equipment, gear, footwear, apparel, and accessories,
whether produced domestically or internationally, including related services
and business activities.
b. to purchase or otherwise acquire, whether for investment purposes or resale,
any land, factories, houses, buildings, plantations, and other immovable
property of any tenure or interest therein, as well as any movable property of
any nature or interest therein; to develop, sell, and deal in freehold and
leasehold properties together with any interests therein; to grant loans secured
by land, houses, or other property or any interest therein; and generally to sell,
deal in, lease, or exchange land and residential as well as other properties,
whether immovable or movable, with or without valuable consideration; and
c. to carry on business as an investment holding company and, for such purposes,
to acquire and hold, either in the name of the Company or in that of any
nominee, shares, stocks, debentures, debenture stock, bonds, notes,
obligations, and securities issued or guaranteed by any company, whether
incorporated or carrying on business; as well as bonds, debenture stock, bonds,
notes, obligations, and securities issued or guaranteed by any government,
sovereign authority, commissioner, public body, or authority, whether supreme,
dependent, municipal, local, or otherwise, in any part of the world.
c. Capital Structure and Shareholdings
As of the date of this Information Disclosure, the capital structure, composition of
shareholders, and shareholdings of SDM are as follows:
Remarks Number of Nominal Value
Shares @MYR1,00
Per Share %
(MYR)
Frasers Group Trading Limited 1,000,000 1,000,000 100
d. Management
As of the date of this Information Disclosure, the composition of Board of Directors
of SDM is as follows:
Director : James Anthony France
Director : David Michael Forsey
Director : Lee Suk Mei
e. Address
SDM has its registered address at 12th Floor, Menara Symphony No. 5, Jalan Prof.
Khoo Kay Kim. Seksyen 13 46200 Petaling Jaya, Selangor, Malaysia.
C. Material Transaction
The value of the Share Sale and Purchase and the value of the corporate guarantee provided
by the Company in connection with the Share Sale and Purchase is USD 148,907,494 (one
hundred forty eight million nine hundred seven thousand four hundred ninety four United
14
Page 15
States Dollars), equivalent to Rp2,505,300,000,000 (two trillion five hundred and five billion
and three hundred million Indonesian Rupiah). Such transaction value represents 28.3% of the
Company’s equity, as calculated based on the Financial Statements. Accordingly, pursuant to
Article 3 paragraph (2)(a) and Article 6 paragraph (1)(d) of POJK No. 17/2020, the Share Sale
and Purchase Transaction and the corporate guarantee provided by the Company fall under
the category of Material Transactions that do not require prior approval from the Company’s
General Meeting of Shareholders.
D. Affiliate Transaction
The relationship and nature of the affiliation among the parties to the transaction are as
follows:
1. In relation to the provision of a corporate guarantee by the Company in connection
with the Share Sale and Purchase Transaction conducted by AIH
AIH is a subsidiary of the Company in which 100% of its shares are indirectly owned by
the Company. In addition, there is a similarity in the composition of the management
of the Company and AIH.
2. In relation to the Transaction for the Grant of Retail Rights
ASH is a subsidiary of the Company, in which 90% of its shares are indirectly owned by
the Company. In addition, there is a similarity in the composition of the management
of the Company and ASH.
Upon the effectiveness of the Share Purchase Transaction between FGT, as the seller,
and AIH, as the purchaser, SDM will become a subsidiary of the Company, with 100%
(one hundred percent) of its shares to be indirectly owned by the Company.
3. In relation to the provision of a corporate guarantee by the Company in connection
with the Transaction for the Grant of Retail Rights
Upon the effectiveness of the Share Purchase Transaction between FGT, as the seller,
and AIH, as the purchaser, SDM will become a subsidiary of the Company, with 100%
(one hundred percent) of its shares being indirectly owned by the Company.
III. SUMMARY OF APPRAISAL REPORT
A. Independent Party Appointed in Connection with the Transaction
The Company has appointed Kantor Jasa Penilai Publik Kusnanto & Rekan (hereinafter referred
to as “KJPP KR”) as the independent appraiser to determine the market value of 100.00% of
SDM’s shares and to render a fairness opinion on the Transaction. KJPP KR was established
based on the Decree of the Minister of Finance No. 2.19.0162 dated 15 July 2019 and is
registered as a capital market supporting professional services firm with the Financial Services
Authority under the Certificate of Registration of Capital Market Supporting Professional
Services No. KEP-998/KS.13/2026. Accordingly, KJPP KR has been appointed by the Company as
the independent appraiser pursuant to the engagement letter No. KR/260126-002 regarding the
engagement for the valuation services of 100.00% of SDM’s shares and fairness opinion services,
as approved by the Company’s management on 26 January 2026.
15
Page 16
B. Opinion of the Independent Appraisal
1. Summary of the Share Valuation Report
Below is the summary of the Share Valuation Report No. 00130/2.0162-
00/BS/05/0382/1/VI/2026 dated 24 June 2026 prepared by KJPP KR:
a. Parties Involved in the Transaction
The parties involved in the Transaction are the Company, AIH and FGT.
b. Valuation Object
The object of the valuation is the market value of 100.00% of SDM's shares (“Valuation
Object”).
c. Valuation Date
The market value of the Valuation Object was determined as of 31 December 2025.
d. Purpose of the Valuation
The purpose of the valuation is to obtain an independent opinion on the market value
of the Valuation Object expressed in Malaysian Ringgit and/or its equivalent as of 31
December 2025.
e. Assumptions and Limiting Conditions
The valuation was prepared based on the market and economic conditions, general
business and financial conditions, as well as the prevailing government regulations as of
the issuance date of the valuation report.
The valuation of the Valuation Object using the discounted cash flow method was based
on SDM's financial projections prepared by the management of SDM. In preparing the
financial projections, various assumptions were developed based on SDM's historical
performance and management's future business plans. KJPP KR has made adjustments
to the financial projections to more fairly reflect SDM's operating conditions and
performance as of the valuation date. Overall, no significant adjustments were made to
SDM's projected performance targets, which are considered to reflect management's
fiduciary duty. KJPP KR is responsible for the performance of the valuation and the
reasonableness of the financial projections based on SDM's historical performance and
the information provided by the management of SDM. KJPP KR is also responsible for
the valuation report of SDM and the final value conclusion.
In performing the valuation assignment, KJPP KR assumed that all conditions and
obligations of the Company have been fulfilled. KJPP KR also assumed that no events or
circumstances that could materially affect the assumptions applied in the valuation
occurred between the valuation date and the issuance date of the valuation report. KJPP
KR is not responsible for reaffirming, supplementing or updating its opinion as a result of
any changes in the assumptions, conditions or events occurring after the date of the
valuation report.
In conducting the analysis, KJPP KR assumed and relied upon the accuracy, reliability and
completeness of all financial information and other information provided by the
Company and SDM or publicly available, which was assumed to be true, complete and
not misleading. Accordingly, KJPP KR is not responsible for conducting an independent
verification of such information. KJPP KR also relied on the representations of the
16
Page 17
management of the Company and SDM that they were not aware of any facts that
would render the information provided incomplete or misleading.
The valuation analysis of the Valuation Object was prepared based on the data and
information described above. Any changes to such data and information may materially
affect the outcome of KJPP KR's opinion. KJPP KR is not responsible for any changes to its
valuation conclusion or for any losses, damages, costs or expenses arising from the
omission or non-disclosure of information that causes the data obtained by KJPP KR to
be incomplete and/or subject to misinterpretation.
As the outcome of KJPP KR's valuation is highly dependent upon the underlying data and
assumptions, any changes to the data sources or assumptions based on market
information may affect the valuation result. Accordingly, KJPP KR advises that changes to
the data used may materially affect the valuation conclusion. Although this valuation
report has been prepared in good faith and in a professional manner, KJPP KR accepts no
responsibility for any differences in the valuation conclusion arising from additional
analyses, the application of the valuation result as the basis for transaction analyses, or
changes to the data used as the basis of the valuation. The valuation report represents a
non-disclaimer opinion and is intended for public disclosure, except where it contains
confidential information that may affect the operations of the Company and SDM.
The work performed by KJPP KR in connection with the valuation of the Valuation
Object does not constitute, and should not be construed as, a review, an audit, or the
application of agreed-upon procedures on financial information. Such work was also not
intended to identify weaknesses in internal control, errors or irregularities in the
financial statements, or violations of law. Furthermore, KJPP KR has obtained
information regarding the legal status of SDM based on SDM's Articles of Association.
f. Valuation Methods
The valuation methods applied in the valuation of the Valuation Object were the
discounted cash flow ("DCF") method and the guideline publicly traded company
method.
The discounted cash flow method was adopted considering that SDM's future business
operations are expected to fluctuate in line with the projected business development of
SDM. Under this method, SDM's operations were projected based on the estimated
business development of SDM. The projected cash flows were discounted to their
present value using a discount rate that reflects the associated level of risk. The
resulting indication of value represents the aggregate present value of such projected
cash flows.
The guideline publicly traded company method was applied in this valuation although
no comparable publicly listed companies with similar business scale and asset
characteristics were identified. Nevertheless, publicly available market data of listed
companies were considered appropriate as comparative data in determining the value
of SDM's shares.
The valuation approaches and methods described above were considered by KJPP KR to
be the most appropriate for this engagement and have been agreed upon by the
17
Page 18
management of the Company and SDM. Nevertheless, the application of other
valuation approaches and methods may result in different valuation conclusions.
The values derived from each valuation method were subsequently reconciled through
a weighting process.
g. Valuation Conclusion
Based on the analysis of all data and information obtained by KJPP KR and after
considering all relevant factors affecting the valuation, KJPP KR is of the opinion that the
market value of the Valuation Object as of 31 December 2025 was RM 511.65 million.
2. Summary of the Fairness Opinion
Below is the summary of the Fairness Opinion No. 00139/2.0162-00/BS/05/0382/1/VI/2026
dated 29 June 2026 prepared by KJPP KR:
a. Parties Involved in the Transactions
The parties involved in the Transaction are the Company, AIH, FGT, SDM, USC IP
Limited, International Brand Management Limited and ASH.
b. Fairness Opinion Object
The objects of the Fairness Opinion issued by KR in connection with the Transaction are
as follows:
(i) The transaction whereby AIH intends to acquire 100.00% of the shares in SDM
from FGT for a transaction value of USD 148.91 million.
(ii) The transaction whereby the Company intends to provide a corporate guarantee in
respect of the payment of royalties to FGT relating to the sale of products by SDM.
c. Fairness Opinion Date
The Fairness Opinion on the Transaction was prepared as of 31 December 2025.
d. Purpose of the Fairness Opinion
The purpose of the Fairness Opinion is to provide the Board of Directors of the
Company with an opinion on the fairness of the Transaction from a financial perspective
and to comply with the applicable regulations, namely POJK 42/2020 and POJK 17/2020.
e. Assumptions and Limiting Conditions
The Fairness Opinion on the Transaction was prepared based on the data and
information disclosed above, which have been reviewed by KJPP KR. In conducting the
analysis, KJPP KR relied upon the accuracy, reliability and completeness of all financial
information, information regarding the legal status of the Company, and other
information provided by the Company or publicly available, and KJPP KR is not
responsible for the accuracy of such information. Any changes to such data and
information may materially affect the conclusion of KJPP KR's Fairness Opinion. KJPP KR
also relied on the representations of the Company's management that they were not
aware of any facts that would render the information provided to KJPP KR incomplete or
misleading. Accordingly, KJPP KR shall not be responsible for any changes to its Fairness
Opinion resulting from changes to such data and information.
18
Page 19
The Company's consolidated financial projections before and after the Proposed
Transaction were prepared by the Company's management. KJPP KR has reviewed such
financial projections, which reflect the Company's operating conditions and
performance. Overall, KJPP KR did not consider it necessary to make any significant
adjustments to the Company's projected performance targets.
KJPP KR did not perform any inspection of the Company's fixed assets or facilities. In
addition, KJPP KR did not express any opinion on the tax implications of the Transaction.
The services provided by KJPP KR in connection with the Transaction were limited solely
to the issuance of the Fairness Opinion and did not constitute accounting, auditing or
taxation services. KJPP KR did not examine the legal validity of the Transaction or its tax
implications. The Fairness Opinion has been prepared solely from an economic and
financial perspective. The Fairness Opinion Report represents a non-disclaimer opinion
and is intended for public disclosure, except for confidential information that may affect
the operations of the Company. Furthermore, KJPP KR has obtained information
regarding the legal status of the Company and SDM based on the Articles of Association
of the Company and SDM.
The work performed by KJPP KR in connection with the Transaction does not constitute,
and should not be construed as, a review, an audit, or the application of agreed-upon
procedures on financial information. Such work was not intended to identify weaknesses
in internal control, errors or irregularities in the financial statements, or violations of
law. In addition, KJPP KR has neither the authority nor the ability to obtain and analyse
any alternative transactions other than the Transaction that may have been available to
the Company, nor to assess the impact of such alternative transactions on the
Transaction.
This Fairness Opinion was prepared based on the market and economic conditions,
general business and financial conditions, as well as the Government regulations relating
to the Transaction prevailing as of the date of this Fairness Opinion.
In preparing this Fairness Opinion, KJPP KR adopted several assumptions, including that
all conditions and obligations of the Company and all parties involved in the Transaction
will be fulfilled. It was also assumed that the Transaction will be implemented as
described within the prescribed timeframe and that the information relating to the
Transaction disclosed by the Company's management is accurate.
This Fairness Opinion should be read and considered as a whole. The use of only part of
the analyses or information contained herein without considering the Fairness Opinion
as a whole may result in misleading interpretations and conclusions regarding the basis
of the Fairness Opinion. The preparation of the Fairness Opinion is a complex process
and may not be appropriately interpreted based on incomplete analyses.
KJPP KR also assumed that no events or circumstances that could materially affect the
assumptions applied in preparing this Fairness Opinion would occur between the date of
issuance of the Fairness Opinion and the completion of the Transaction. KJPP KR shall
not be responsible for reaffirming, supplementing or updating its opinion as a result of
any changes in assumptions, conditions or events occurring after the date of this report.
The calculations and analyses performed in preparing the Fairness Opinion have been
19
Page 20
conducted appropriately, and KJPP KR assumes responsibility for the Fairness Opinion
Report.
The conclusion of this Fairness Opinion shall remain valid provided that no material
changes affecting the Transaction occur. Such changes include, but are not limited to,
changes in the Company's internal conditions, market and economic conditions, general
business, trade and financial conditions, as well as changes in the laws and regulations
of the Republic of Indonesia and other relevant regulations after the date of this
Fairness Opinion Report. Should any such changes occur after the issuance date of this
Fairness Opinion Report, the Fairness Opinion on the Transaction may be different.
f. Fairness Opinion Approaches and Methods
In evaluating the Fairness Opinion on the Transaction, KJPP KR has conducted analyses
using the following approaches and procedures:
I. Analysis of the Transaction;
II. Qualitative and quantitative analysis of the Transaction; and
III. Analysis of the fairness of the Transaction
g. Conclusion of the Fairness Opinion
Based on the scope of works, assumptions, data, and information acquired from the
Company's management which was used in the preparation of this fairness opinion
report, a review of the financial impact on the Transaction as disclosed in the fairness
opinion report, therefore in KJPP KR opinion, the Transaction is fair.
IV. DESCRIPTION, RATIONALE, AND REASONS FOR THE TRANSACTIONS
A. Transactions Objectives
The objectives and anticipated benefits of the implementation of the Transaction are as
follows:
1. The Share Sale and Purchase Transaction
The Share Sale and Purchase Transaction is conducted to support the Company’s
business expansion, particularly for the establishment and operation of retail stores
under the “Sports Direct” and “USC” trademarks outside the territory of the Republic of
Indonesia. The Company has been appointed as the authorized party with the rights to
establish and operate stores under the “Sports Direct” and “USC” trademarks in
Indonesia and several other countries within the Southeast Asia region.
SDM, as the target company in the share acquisition, is currently operating in Malaysia,
engaging in the retail business of apparel, accessories, sports equipment, and related kit
through stores under the “Sports Direct” and “USC” trademarks. Accordingly, the
acquisition of shares in SDM is aligned with the Company’s business strategy to
establish and operate stores under the “Sports Direct” and “USC” trademarks, which is
expected to ultimately support the growth of the Company’s operating revenues.
2. The Transaction for the Grant of Retail Rights
The Transaction for the Grant of Retail Rights between ASH and SDM is conducted to
grant SDM the rights to establish and operate stores under the “Sports Direct” and
“USC” trademarks. As previously described, this transaction is carried out in connection
20
Page 21
with the Company’s plan to establish and operate stores under the “Sports Direct” and
“USC” trademarks outside the territory of the Republic of Indonesia.
3. The Corporate Guarantee Transaction
The Corporate Guarantee Transaction is conducted by the Company as a form of
support from the parent company to its subsidiary entities entering into the
transactions. This transaction is intended to provide guarantee to FGT and ASH
(respectively) that all obligations of AIH under the Share Purchase Agreement; and all
obligations of SDM under the Local Retail Agreement will be duly satisfied and
performed, whether by AIH or SDM as the transacting parties, or by the Company as the
corporate guarantor.
B. The Company’s Considerations in Undertaking the Material Transaction
The considerations of the Company to acquires shares in SDM are as follows:
i. The acquisition of shares in SDM is part of the Company’s strategy to strengthen and
expand its business presence in Southeast Asia, as well as to enhance the Company’s
position in markets with growth potential that aligns with the Company’s business
focus.
ii. SDM has business activities that complement the Company’s business. This
transaction is expected to expand geographic coverage, strengthen business portfolio
diversification, and create synergies through the utilization of the Company’s
operational and commercial capabilities.
iii. The Company has a strong experience and understanding of the business model and
operations carried out by SDM. Therefore, the Company believes that this transaction
can support SDM’s business development and the Company’s long-term growth.
The acquisition of shares in SDM is expected to strengthen the Company’s financial position
through the potential increase in revenue and profitability from the Company’s business
activities outside the territory of the Republic of Indonesia.
The Company is of the opinion that the Share Sale and Purchase Transaction, as well as the
provision of the corporate guarantee by the Company, will not have any material adverse
effect on the continuity of the Company’s business operations.
C. The Company’s Considerations in Entering into the Transaction with an Affiliated Party
The Corporate Guarantee Transaction and the Transaction for the Grant of Retail Rights
constitute transactions conducted between affiliated parties.
The Company’s Considerations in Entering into the Transaction with an Affiliated Party are:
1. Risk Management: Transactions with affiliated parties allow for enhanced risk
management. The Company exercises control and supervision over AIH, ASH, and SDM
(following the completion of the share acquisition), as compared to transactions
conducted with third parties. Accordingly, the Company is in a better position to mitigate
the risk of any failure by its subsidiaries to perform their obligations under the relevant
agreements, taking into account the Company’s direct economic interest in the
performance and continuity of such subsidiaries as guaranteed parties. Any failure by the
subsidiaries to fulfill their obligations may ultimately have an adverse impact on the
Company in its capacity as the parent, therefore, by entering into transactions with its
21
Page 22
subsidiaries, the Company can better ensure that the risk of such failure does not occur
or can at least be minimized.
2. Efficiency: Transactions between the Company and its subsidiaries are more efficient in
terms of time, administration, and negotiation compared to transactions with non-
affiliated parties. The Company does not need to conduct a separate assessment of the
capabilities and performance of its subsidiaries, as it exercises managerial and
operational control over them. In addition, the alignment of interests within the group
enables the transaction to be carried out without prolonged commercial negotiations.
V. STATEMENTS OF THE BOARD OF DIRECTORS
1. The Share Purchase Transaction constitutes a Material Transaction as referred to in POJK No.
17/2020.
2. The Corporate Guarantee Transaction by the Company to secure the obligations of AIH under the
Share Sale and Purchase Agreement constitutes a Material Transaction as defined under POJK
No. 17/2020 and an Affiliated Transaction pursuant to POJK No. 42/2020.
3. The Transaction for the Grant of Retail Rights and the Corporate Guarantee Transaction by the
Company to secure the obligations of SDM under the Local Retail Agreement constitute Affiliated
Transactions pursuant to POJK No. 42/2020, but do not constitute Material Transactions as
defined under POJK No. 17/2020.
4. The Transaction will be carried out in accordance with adequate procedures to ensure that it is
conducted in line with prevailing business practices and complies with the arm’s length principle.
VI. STATEMENTS OF THE BOARD OF COMMISSIONERS AND THE BOARD OF DIRECTORS
1. The Transaction does not constitute a transaction involving a conflict of interest as defined under
POJK No. 42/2020.
2. All material information has been disclosed, and such information is not misleading.
VII. ADDITIONAL INFORMATION
Shareholders of the Company who require further information regarding the Transaction as
disclosed in this Information Disclosure may contact:
PT Map Aktif Adiperkasa Tbk.
Corporate Secretary
Sahid Sudirman Center, Lt. 26
Jl. Jend. Sudirman Kav. 86
Jakarta 10220, Indonesia
Telepon: +62 21 574-5808
Faksimili: +62 21 574-6786
Website: www.mapactive.id
Email: corpsec@mapactive.id
22
Names mentioned 37 people and organisations named in the text · linked when the evidence is strong
unresolved
org
Financial Services Authority
p.1 ×5
unresolved
org
Athletica International Holdings Pte. Ltd.
p.2 ×2
unresolved
org
Athletica SD Holdings Pte. Ltd.
p.2 ×2
unresolved
org
USC IP Limited
p.2 ×2
unresolved
org
International Brand Management Limited
p.2 ×2
unresolved
org
Public Accounting Firm Liana Ramon Xenia & Rekan
p.3
unresolved
org
Ministry of Finance
p.3
unresolved
org
Deloitte Southeast Asia Limited
p.3
unresolved
org
PT Map Aktif
p.5 ×3
unresolved
org
Setelah Adiperkasa Tbk
p.5 ×3
unresolved
org
Malaysia Sdn. Bhd.
p.5 ×2
unresolved
person
Hannywati Gunawan
· Notaris
p.9 ×5
unresolved
org
Minister of Law and Human Rights
p.9 ×2
unresolved
org
PT Datindo Entrycom
p.10
unresolved
—
Sintia Kolon
· Independent Commissioner
p.11
unresolved
person
Prof. Khoo Kay Kim. Seksyen
p.14
unresolved
org
Kantor Jasa Penilai Publik Kusnanto & Rekan
p.15
unresolved
org
Kantor Jasa Penilai Publik Kusnanto
p.15
unresolved
org
KJPP KR
p.15 ×42
unresolved
org
Minister of Finance
p.15
unresolved
org
KJPP KR's
p.17 ×2
unresolved
org
KJPP KR. In
p.18
unresolved
org
KJPP KR's Fairness Opinion. KJPP KR
p.18
Extraction attempts how the parser did, and what it refused
Nothing structured was extracted from this document — the attempts below say why.
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Needs review
confidence 0.091
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12 Sep 2026 21:57
Raw output
{'appraiser_exempt': None,
'appraiser_name': '',
'assets': [],
'currency': None,
'fact_type': '',
'issuer_name': '',
'kind': 'MATERIAL_FACT',
'kjpp_name': '',
'letter_number': '',
'object_text': '',
'object_truncated': False,
'parties': [],
'pct_of_equity': None,
'reference_period': '',
'requires_rups': None,
'rups_date': None,
'ticker': '',
'transaction_date': None,
'valuation_date': None,
'value': None}