20240903_BBCA_Laporan Informasi dan Fakta Material_31721226_lamp1.pdf

Background.and Purpose of Merger

BCA Finance and BCA Multi Finance are multi finance companies under the
control of the Company, Prior to the Merger, BCA Finance focused on financing
four-wheelers, while BCA Multi Finance focused on the two-wheeler and used
four-wheeler segments.

The Merger will bring together the best potential of BCA Finance and BCA Multi
Finance, and BCA Finance as the surviving company is expected to be more
robust, efficient, and effective. BCA Multi Finance's used car financing business
will be optimized through the Merger, and BCA Multi Finance's motorcycle
financing business will become part of BCA Finance as the surviving company.
BCA Finance, as the surviving company of the Merger, is expected to further
strengthen BCA Group's position in tke Indonesian financing sector.

Merger

The Merger has been approved by the OJK as stated in the Letter No. S-
6/D.06/2024 dated June 25, 2024 regarding the approval of the Merger Plan of
PT BCA Finance with PT BCA Multi Finance and the approval of the General
Meeting of Shareholders of BCA Finance and BCA Multi Finance.

Upon obtaining the aforementioned approvals, BCA Finance and BCA Multi
Finance signed the Merger Deed No. 135 dated 15 August 2024 made before
Christina Dwi Utami, Sarjana Hukum, Magister Humaniora, Magister
Kenotariatan, a Notary of the Municipality of West Jakarta ("Merger Deed"),
which such deed has been received and recorded in the Legal Entity
Administration System of the Ministry of Law and Human Rights of the Republic
of Indonesia, Directorate General of Legal Administration, as evidentin the Letter
No, AHU-AH.01.09-0246695 dated 1 September 2024 regarding the Acceptance
of the Notification of Merger of PT BCA Finance.

The amendments to the Articles of Association and the composition of the Board
of Directors and the Board of Commissioners members of BCA Finance after the
Merger as set forth in Deed of Minutes of the Extraordinary General Meeting of
Shareholders of PT BCA Finance No. 134 dated 15 August 2024 made before
Christina Dwi Utami, Sarjana Hukum, Magister Humaniora, Magister
Kenotariatan, a Notary of the Municipality of West Jakarta, have been received
and recorded in the Legal Entity Administration System of the Ministry of Law
and Human Rights of the Republic of Indonesia, Directorate General of Legal
Administration, as evident in the Letter No. AHU-AH.01.03-0188043 dated 1
September 2024 regarding Receipt of Notification of Amendment to the Articles
of Association of PT BCA Finance and the Letter No. AHU-AH.01.09-0246700
dated 1 September 2024 regarding Receipt of Notification of Change of Company
Data PT BCA Finance.

In connection with the foregoing and pursuant to:

- Article 26 of Law No. 40 of 2007 on Limited Liability Companies:
- Article 8.1 jo. Article 1 letter (v) of the Merger Deed,

The Merger becomes effective as of September 1, 2024, being the date ofissuance
of the letter of acceptance by the Minister of Law and Human Rights of the
Republic of Indonesia of the notification of the amendment to the Articles of
Association of BCA Finance in connection with the Merger.

Upon the effectiveness of the Merger, BCA Multi Finance ceased to exist by
operation of law without the need for liguidation. Therefore, all assets and
liabilities of BCA Multi Finance were transferred by operation of law to BCA
Finance as the surviving entity of the Merger.

4. | The impact of such events, | The information or material facts disclosed do not have a material impact on the
information or material | operational activities, legal, financial condition and performance, or business
facts on the operational | continuity of the Company.

activities, legal, financial
condition, or business
continuity of the Issuer or
Public Company.

5. | Keterangan lain-lain «The summary of the Merger plan was published in Harian Kontan on July 1,
2024 and is available on the websites of BCA Finance and BCA Multi Finance.

# As BCA Finance and BCA Multi Finance are companies controlled by the
Company and more than 9996 (ninety-nine percent) of the shares of which are
owned by the Company, the Merger Transaction is an affiliated party
transaction that only be reguired to be notified to OJK by the Company
pursuant to Article 6 of OJK Regulation No. 42/POJK.04/2020 on Affiliated
Party Transactions and Conflict of Interest Transactions.

“ The Merger Transaction is not a material transaction pursuant to OJK
Regulation No. 17/POJK.04/2020 on Material Transactions and Changes in
Business Activities.

Thank you for your kind attention.

Sincerely Yours,

Head Of ESG

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