Affiliated Transaction between Iforte and Bank BCA

Tower · Tuesday, 28 September 2021 12:00

We refer to (i) Financial Services Authority Rule No. 42/POJK.04/2020 regarding Affiliated Transactions and Conflict of Interests Transactions (“POJK 42”); (ii) Financial Services Authority Rule No. 31/POJK.04/2015 regarding Disclosure on Material Information or Facts by Issuer or Public Companies (“POJK 31”); and (iii) Decree of the Board of Directors of the Indonesia Stock Exchange No.: Kep-00015/BEI/01-2021 dated 29 January 2021 regarding Amendment of Regulation Number I-E regarding The Obligation of Information Submission.

 

With this letter and on behalf of the company, we are submitting disclosure of information on the Affiliates Transaction in accordance with Article 6 point (2) of POJK 42, as follows:

 

Public Company

:

PT Sarana Menara Nusantara Tbk. (“the Company)

Business Activity

:

activities of holding companies, telecommunication central construction and other management consultation activities

Phone Number

:

021 – 2358 5500

Facsimile

:

021 – 2358 6446

E-mail address

:

investor.relations@ptsmn.co.id

 

1.

Date of Event

27 September 2021

 

2.

The parties in the Affiliated Transaction, affiliated relations with the Company, The nature of the affiliated relationship between the Parties

a.     PT Iforte Solusi Infotek (“Iforte”) a company which 99.99% of its shares are directly owned by PT Profesional Telekomunikasi Indonesia, a company which 99.9997% of its shares are directly owned by the Company; dan

b.     PT Bank Central Asia Tbk (“Bank BCA”), an affiliated party of the Company.

 

Iforte, the Company and Bank BCA are indirectly owned  and  controlled  by  the  families  of  Robert  Budi  Hartono  and  the Michael Bambang Hartono. In addition, a member of the Board of Commissioners of the Company is also served as a member of Board of Commissioners of Bank BCA.

 

3.

Affiliated Transaction (object and value of the transaction)

On September 27, 2021, Iforte signed a Space Lease Agreement with Bank BCA with regard to the lease of 6th and 7th Floor of BCA DRC Building Surabaya located at Kawasan Office Park Blok I 1/1, Made, Lakarsantri, Surabaya. In this Agreement, Iforte is acting as the Lessee and Bank BCA is acting as the Owner or Lessor (“Lease Agreement”).

 

Object details in the Lease Agreement is as follow (“Lease Object”):

-        6th Floor with total size of 54 square meters

-        7th Floor with total size of 50 square meters

 

The purpose of this Lease Agreement is for Iforte to build VSAT HUB including the VSAT antenna installment, building of HUB and monitoring center that will be used by Iforte to support the ATM operational network owned by Bank BCA.

 

The term of this Lease agreement is 4 years and six months commencing from April 1, 2021 until September 30, 2025 (“Lease Term”).

 

Total value of the transaction in this Lease Agreement for the Lease Term is approximately in the amount of Rp1,266,289,200. (“Transaction Value”).

 

4.

Consideration and reason of conducting Affiliated Transaction

The Lease Agreement transaction with Bank BCA is necessary to obtain the space that will be used to support the services provided by Iforte to Bank BCA. Specifically, a VSAT HUB will be installed and operated in the leased space by Iforte to support the ATM operational network of Bank BCA.

 

5.

Other information

The Lease Agreement is categorized as an affiliated transaction as mentioned in Article 6 point 1 letter c of the POJK 42 and therefore the Company is only required to submit the disclosure information no later than 2 (two) business days after such transaction

 

Further, since the transaction value of Lease Agreement is less than 20% of the total equity of the Company, the  plan  does  not  cause  a  significant  impact  on  the  financial  condition  of  the Company,  therefore  it  is  not  a  material  transaction  as  defined  in  the  OJK Regulation  No.  17/POJK.04/2020, on Material Transactions and Changes in Business Activities.

 

 

Thus we submit this report. Thank you for your attention.

 

Sincerely yours,

PT Sarana Menara Nusantara Tbk.