Download as pdf or txt
Download as pdf or txt
You are on page 1of 19

Hermawan Juniarto & Partners

Member of Deloitte Touche Tohmatsu Limited

Banking and Finance


Practice Group

Hermawan Juniarto &


Partners advises companies
on a broad range of
banking and financial
services, including advisory,
transactions, and licensing
services.

International financial markets Advisory Licensing


continues adjusting to fast-paced Hermawan Juniarto & Partners lawyers With the increasing number of
changes in economic, political and provide borrowers and lenders with financial companies in the world and
regulatory environment. Developing wide spectrum of banking advisory its significance in the market, we are
groundbreaking ideas and solutions to services. In the era of technological able to provide advisory services to the
the ever-changing market is key to stay disruption, financial services sectors are clients on the full licensing spectrum,
ahead of the competition. deeply affected. Regulation continues including the establishment of banking
to expand and businesses may be and finance corporation, branch office
Combining comprehensive faced with an even wider regulatory and/or representative office, as well
understanding with a sound knowledge framework. We provide advisory as providing services on banking and
on local and international business services including finance structuring finance business licenses.
practices, our lawyers deliver a and planning, regulatory framework,
consistently high standard of service. securitization, corporate lending,
We take pride in the depth of our acquisition finance, trade finance, and
coverage – advising clients on innovative Islamic finance.
lending transactions, bank products,
Contact person:
credit products, deal structures, issues Transaction
and alternatives, and on all types Our lawyers has immense experience
of secured transactions. We have a and thorough understanding of the
Cornel B. Juniarto
remarkable track record in representing market, on which serves as the basis Senior Partner
both borrowers and lenders in various for us to fulfill the needs of the clients. cbjuniarto@hjplaw-deloitte.com
transactions. The clients are ensured to We perform due diligence, including
gain full access to our broad capabilities analysis and assessment on banking Derryan R. Putra
alongside the commitment and loyalty matters. We assist clients on transaction Counsel
of our dedicated team. documentations and negotiations, dputra@hjplaw-deloitte.com
including facility agreements and
Hermawan Juniarto & Partners lawyers security documents. Our aim is to
provide a comprehensive range of provide legal assurance to the clients in
banking services including: proceeding with various transactions,
both domestic and international.

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Capital Market

Hermawan Juniarto &


Partners advises companies
on a broad range of capital
market matters, such as
initial public offering, bond
issuance and right issue.
All corporate commercial transactions Regulatory and Transactions
– issuers and market participants on Hermawan Juniarto & Partners advises Contact person:
disclosure and corporate governance public companies on wide range of
matters, corporate and securities capital market issues and actively Cornel B. Juniarto
regulatory issues, and transactional helps them to navigate the regulatory Senior Partner
structuring – require highly qualified and other issues faced by the clients. cbjuniarto@hjplaw-deloitte.com
professionals who acquire depth Hermawan Juniarto & Partners provides
understanding of business practice with practical advice focused on assisting Anthony P. Chandra
deep and broad experience across the our clients in reaching their business Partner
capital structure. objectives in a timely and efficient anchandra@hjplaw-deloitte.com
manner. Hermawan Juniarto & Partners
Initial Public Offerings (IPO) and constantly works closely with clients to
Compliance make a significant recognition to be a
Hermawan Juniarto & Partners has preeminent adviser on capital markets
earned considerable reputation transactions.
advising clients on initial public
offerings (IPOs) of equity and non- Innovative transactions
equity instruments (such as bonds, Consistent with the firm’s
MTN, convertible and exchange bonds), multidisciplinary approach to the
rights issues, asset securitization, and practice of law, Hermawan Juniarto &
other issues of securities both locally Partners regularly works with partners
and globally. Hermawan Juniarto & and senior advisors in other practices.
Partners performs compulsory legal Hermawan Juniarto & Partners
due diligence and issues required legal commits to ensure the best delivery of
opinions in respect of the Financial transactions to develop new products
Service Authority (Otoritas Jasa and structure innovative securities
Keuangan) regulation. offerings while taking into address the
relevant laws and regulation.

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Corporate & Commercial


Services
Hermawan Juniarto &
Partners as member of
Deloitte Touche Tohmatsu
Limited is a leading law firm
in Indonesia and recognized
by IFLR 1000 in Financial &
Corporate Law Firms. Our
lawyers advise companies
on broad corporate &
commercial issues in
Indonesia’s fast-growing
economics and diverse
sectors of businesses.

Indonesia’s GDP has reached more capabilities, industry knowledge and • Other corporate advisory services;
than IDR 1 trillion in 2017. With the creativity to provide a trusted and and
fourth largest population in the world, reliable comprehensive range of • Other corporate legal actions.
Indonesia offers a large and growing corporate & commercial services to
domestic market. As Indonesia solve our clients’ legal matters. With us, our clients will have access to:
become investment destination for • A dedicated team with proven track
international investors accompanied Our Services record
with its still-growing economics, various We offer a wide range of services to • World class service and work ethics
industries each with their own unique suit the needs of our diverse clients in • Tailored legal services specific for and
matters and issues demand reliable different industries. Our corporate & focused on every clients’ needs and
legal assistance to make sure every commercial services include: issues
corporate action and transaction are • Compliance/regulatory advisory;
within the corridor of the prevailing • Trade & competition advisory;
laws and regulations and going • Sale & purchase advisory, negotiation
smoothly; all while incorporating & agreement drafting;
clients’ business objectives. For more • Drafting and advising of leasing and
than 10 years, we have served as financing agreements;
trusted legal advisors to businesses in • Representing and advising clients Contact person:
Indonesia. in business negotiations and
transactions; Stefanus Brian Audyanto
With extensive experience in • Shareholders agreement & other Partner
representing wide-range of clients - corporate agreements drafting; saudyanto@hjplaw-deloitte.com
from start-ups, private or government • Corporate restructurings and
owned companies, to international reorganizations; Rahmaddiar Ibrahim
companies - and industries from tech, • Corporate secretarial and record Associate
bank to energy, our lawyers have been maintenance; rahibrahim@hjplaw-deloitte.com
actively contributing and involved • Advising on corporate legal practices,
in many high profile national and procedures and policies;
multinational projects. We combine
technical

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Employment Services

Group focuses on developing areas (i) lack of professional employees in


During the early years of Indonesian
which are needed by our clients who Indonesia for certain positions; (ii) to
independence, labor/employment
seek for a strategic advice on complex increase investor trust; (iii) to compete
matters received relatively low priority
issues in Indonesia’s employment in global markets; (iv) to transfer
as the new government sought
landscape. With this in mind, our the expertise of expatriates to local
to defend its newly proclaimed
practice group’s areas focus to cover employees; and (v) to increase the value
independence. In 1948, the first
the following: of the company.
employment law was issued: Law No.12
of 1948. This law regulated working
Employment Agreements Our team has extensive experience
time, resting time, workplace, and
Hermawan Juniarto & Partners offers working on foreign workers related
several types of work that could be
strategic approach in preparing projects and maintains a good
performed by minors, teenagers, and
employment agreements which relationship with relevant authorities
women.
originate from a wide range of in Indonesia to obtain important
employment cases we have handled. information on any development
Jump into year 2003, Indonesia enacted
We believe that knowledgeable team of regarding the working permits matters.
Law No. 13 of 2003 concerning
lawyers are required to meet up client’s
Indonesian Employment Law (“IEL”). The
needs. Collective Bargaining
IEL provides the foundation of modern
Arrangements
Indonesian employment law.
Work Permits and Related Collective bargaining provides a tool
Governmental Approvals for for employers and employees to
Hermawan Juniarto & Partners
Foreign Workers negotiate any aspect related to the
understands that in the face of
The large recent foreign investment in employment relationship in order
Indonesia’s complicated employment
Indonesia has significantly expanded to achieve consensus. The objective
regulatory environment, client needs
the role of foreign investment of the bargaining process is the
an in depth technical and practical
employers. Employers hire expatriates preparation of a collective labor
expertise. Our Employment Practice
for many reasons, such as the following: agreement. Negotiation of a collective
labor agreement takes place between
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


a registered labor union or several Pension, Benefits, and Termination
labor unions, on the one hand, and an Over the years, Indonesian laws relating Contact person:
employer or several employers, on the to pensions and benefits programs
other. have become more technical. Stefanus Brian Audyanto
Hermawan Juniarto & Partners helps Partner
Our lawyers have successfully assisted clients businesses in relation with: saudyanto@hjplaw-deloitte.com
clients in arranging high-quality (i) remuneration; (ii) pensions; (iii)
collective bargaining agreements, which benefits; and (iv) issues arising when Rahmaddiar Ibrahim
suits our client’s needs and entities are merged, acquired or Associate
responsibilities. restructured. rahibrahim@hjplaw-deloitte.com

Company Regulations In termination, the prevailing principle


Company regulation establish rules of behind the Indonesian law of
behavior within an organization, which employment termination is that the
outline the responsibilities of both employer, the employee and/or the
employees and employers. According labor union, and the government must
to the IEL, employers with more than make all efforts to prevent termination
10 (ten) employees must have a set of of employment, and that termination
company regulations. may only occur after all efforts to
prevent it have failed.
These company regulations become
valid after the approval by the Hermawan Juniarto & Partners helps
Ministry of Manpower (formerly clients with strategic programs and
known as Ministry of Manpower and guidance on mandatory procedures.
Transmigration). Those set of rules We work with the companies to know
meant to protect employees’ rights, as best what suits them most.
well as to preserve employers’ business
interest. Our professional lawyers help
clients to achieve favorable business
results.
Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Infrastructure and Project


Finance

Hermawan Juniarto & Partners’ productivity and efficiency. This leads achieve the best outcome of their
professionals are equipped to handle the government of Indonesia to have interests by aligning our services with
complex infrastructure transactions by a view that an acceleration of relevant regulatory framework and
representing government, local and infrastructure development is urgently international best practice to meet
private investors and operators as required, either delivered through the objective of respective parties.
well as banks and financial institutions. conventional public procurement or Hermawan Juniarto & Partners has a
Hermawan Juniarto & Partners offers Public-Private Partnership (“PPP”) as the highly regarded reputation for quality
wide array of legal services ranging implementation methods. and excellent results. Our services in
from the preparation of outline PPP scheme opens the opportunity infrastructure project, amongst others,
business case and final business case, for private sector along with the include the following sectors:
market sounding, formulating drafts government to be actively involved
of regulations/policies as required, in infrastructure development in Telecommunication and IT
structuring project’s cooperation Indonesia. The firm was involved in Infrastructure
scheme, assistance in the procurement the establishment of the Committee of The telecommunication and information
process, obtainment of infrastructure Infrastructure Priorities Development technology sector is developing
guarantee, and achievement of financial Acceleration/Komite Percepatan rapidly in Indonesia, and companies
close. Pembangunan Infrastruktur Prioritas operating in the sector face increasing
(KPPIP) by advising Coordinating competition in Indonesia’s unique
Infrastructure development is very Ministry for Economic Affairs on the regulatory environment. Our team
vital for emerging economies to realize draft of Presidential Regulation No. has acted on major projects in this
their aspirations. No nation develops 75 of 2014 regarding Acceleration of sector representing the government in
without investing in infrastructure Infrastructure Priorities Development. structuring the projects.
as it is supposed to facilitate and
spur economic growth by providing The goal of Hermawan Juniarto &
better connectivity and enhancing Partners is to help government,
private sector, and relevant
stakeholders

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Energy and Natural Resources


Infrastructure
Production and consumption of energy
resources is significantly important to
the global economy, as all economic
activities are dependent on energy and
natural resources. We offer expertise in
advising on upstream and downstream
oil and gas projects in Indonesia. Given
its substantial technical background,
significant transactional experience, and
strong relationships with government
regulatory agencies, our team is
equipped with in-depth understanding
of Energy and Natural Resources
regulatory framework.

Transportation Infrastructure
Transport infrastructure significantly
contributes economic output of a
nation as it enhances the productivity
and distribution of goods and
resources. Developing efficient and
cost-effective transport infrastructure is
challenging, considering its large capital
investment requirement and evolving
legal and regulatory demands. It also
needs to balance complex political,
economic, social, and environmental
tradeoffs. Through our work
experience with Ministry of Transport,
business entities, and other relevant
stakeholders in structuring transport
infrastructure project particularly in
airport and railway sectors, Hermawan
Juniarto & Partners has developed the
knowledge within the industry to
deliver specialized legal support.

Contact Partner:

Irawati Hermawan
Senior Partner
irahermawan@hjplaw-deloitte.com

Anthony P. Chandra
Partner
anchandra@hjplaw-deloitte.com

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Intellectual Property
Hermawan Juniarto & Partners
understands that the protection of
intellectual property (IP) is a major
concern to our clients and thus our IP
practice group is fully knowledgeable of
all IP matters. Members of our IP
practice group have either received
specialized training or obtained
significant IP experience that enables
them in order to efficiently and
effectively counsel and assist clients,
both domestic and overseas. We offer
services in wide range of IP matters that
include registration, maintenance,
franchising and enforcement of
trademark, copyright, patent, IP transfer
and industrial design.
With broad experience practicing Franchise
Trademark
copyright law in Indonesia, Hermawan We offer services to assist clients that
Trademark is a valuable asset for any
Juniarto & Partners is well experienced, need assistance and advisory in regard
corporation. The owner of a registered
knowledgeable, and ready to advise and to IP issue in connection with
trademark shall have exclusive right
assist clients’ copyright needs, including franchising. As the law stipulates that
granted by state for a certain period, to
preparation and prosecution of parties in franchise business model
himself or the authorized party to use
copyright applications, advising clients must have Franchise Registration
said trademark.
on the copyright of works and creations. Certificate, the trademark or patent of
the franchise business model must also
Although Indonesian trademark law are
Patent be registered Indonesia. Furthermore,
harmonized with international norms
Conducting patent searches, advising in franchisors shall also ensure the IP
(i.e. TRIPS), there are some aspects that
regards with patent of inventions, and rights of the business is secure in
are different in Indonesian trademark
manage all aspects of patent application advance of entering Indonesian market.
law. Managing to find the path in
Indonesia, and assisting registration
achieving legal certainty in trademark
of records of administration changes Not only that, we are also experienced
matters requires an in-depth
regarding patent rights are part of in providing services in IP matters
knowledge and experience in the field.
Hermawan Juniarto & Partners patent including but not limited to researching
Hermawan Juniarto & Partners lawyers
practice. and application of the relevant
thrive in assisting clients in searching
trademark or patent registration.
and pre-filing advice, application filings
Industrial Design
and prosecution, and trademark
renewals, thus creating the best Right to industrial design shall mean an
advisory service for client. exclusive right granted by the state to Contact person:
a designer for his creation for a given
Copyright period to exploit his creation by himself Irawati Hermawan
or to give permission to another party Senior Partner
At Hermawan Juniarto & Partners, we
to do so. Hermawan Juniarto & irahermawan@hjplaw-deloitte.com
acknowledged that our clients have
Partners lawyers are able to assist
varied and intricate needs on copyright
clients in the process of obtaining such Derryan Rahmat Putra
concerns associated with patents,
right to industrial design and transfer Counsel
trademarks and designs.
of right and licenses. dputra@hjplaw-deloitte.com
Copyright is an exclusive right that
consist of moral rights and economic
rights. It is important for copyright
holder to achieve legal protection and
exercise the rights related to such
copyrights

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Licensing Services

Hermawan Juniarto &


Partners advises and assists
companies in obtaining wide
range of licenses in cross
business sectors.
Indonesia has become one of the In the event of the company plans application of the licenses and permits.
prominent countries to invest and to build a physical building for their Our team will ensure that the process
to start new business. One of the main headquarter, they will most is conducted in an appropriate and
biggest challenges is to comply with likely be required to have a building timely manner to meet the client’s
the Indonesian laws and regulations. permit within the state or city they requirement.
There are permits and licenses that are are building in. Similarly, there are
required to perform industry-specific certain area within cities that regulate Our lawyers will also provide assistance
business activity. The types of permits where commercial, residential and to avoid negative consequences in the
and licenses required depends upon industrial area can be established. It is future.
which and where the business will important to be sure that the location
be formed and the type of business of the building is properly zoned for
activity. your company; in regard to industrial
purpose, if the company intends to Contact person:
Licenses and Permits build a factory, the company may need
Licenses and permits are required a zoning permit. Stefanus Brian Audyanto
in order to ensure that the business Partner
is following specific ordinances as By obtaining the required licenses and saudyanto@hjplaw-deloitte.com
ruled by both the central government permits, company can assure that they
and regional government. For are operating within the parameters Diandra Amadea Rangkuti
instance, a company who holds a of the prevailing laws and regulations Associate
pharmaceutical wholesaler as its and therefore they are considered legal drangkuti@hjplaw-deloitte.com
business activities would be required and valid in carrying out their business
to have a Distribution of Drug and activities.
Food certificate/permit from the
relevant agency. Another example is Our Services
a company which has ‘wholesaler’ as We provide informative guidance to
its business activity is prohibited to make you aware of the permits and
sell their goods directly to the end- licenses required by the prevailing
user, and shall distribute its goods to laws and regulations. We are able to
the local distributor who owned the assist during the preparation, filing
distributorship permit. and monitoring the progress of the

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Litigation & Alternative Dispute


Resolution Services

Insolvency takes place when a debtor Civil Litigation and Commercial


Hermawan Juniarto & Partners
is proven unable to pay its liabilities, in Litigation
understands that in the face of
which case Indonesian Company Law Due to the unique nature of the
regulatory challenge, dispute resolution
provides that such circumstance will Indonesian legal environment, lawyers
is currently becoming a major concern
lead into liquidation. Hermawan Juniarto require special expertise in handling
to foreign investors and business
& Partners has extensive experience dispute resolution cases in Indonesia.
participants, thus our Litigation &
in assisting lenders in enforcing their We have observed that multinational
Alternative Dispute Resolution Practice
entitlements during the liquidation clients and major corporations prefer
Group focuses on developing areas that
process as well as acting as liquidator working together with trusted lawyers
are required to protect and maximize
for number of companies in liquidation. with in-depth understanding of the
our clients’ investment and business.
complex legal issues in Indonesia who
With this in mind, our practice group’s
Debt restructuring in Indonesia may also acknowledge and understand
areas of focus cover the following:
be carried out by means of court corporate governance codes.
sanctioned restructuring or bilateral
Bankruptcy, Insolvency and
restructuring. Under the Indonesian Our team has advised on a number
Restructuring (“BIR”)
Bankruptcy Law, court sanctioned of corporate litigation matters and
Under the Indonesian Bankruptcy
restructuring is known as suspension is trusted advisor to a number of
Law, a bankruptcy process is aimed
of debt payment (Penundaan Kewajiban leading national and international
at satisfying claims of creditors in the
Pembayaran Utang/“PKPU”). PKPU is companies in a wide array of business
event of declaration of bankruptcy
principally intended to provide a debtor sectors, including banking and finance,
decision against the debtor, in which
with temporary relieve in order to consumer products, construction, retail,
creditors possess legal remedies to
organize and continue its business, and infrastructure, manufacture, energy and
secure their interests. In this context,
eventually to satisfy creditor’s claims. resources and other industries.
Hermawan Juniarto & Partners believes
Hermawan Juniarto & Partners offers We also offer services in general civil
that a qualified and experienced team
unique approach and propositions litigation that mainly focuses on torts
of lawyers is required to cater to a
which originate from a wide range and default claims filed before the
client’s needs in facing bankruptcy
of PKPU cases, either when acting District Court, and intellectual property
related issues. Our practice group
as administrator of the company disputes that are examined before the
comprises of a number of lawyers
under bankruptcy or as advisor to the Commercial Court.
whose expertise derives from various
creditors.
bankruptcy matters they have been
involved until to date.

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Criminal Litigation Employment and Labor Dispute Arbitration and Alternative Dispute
For the past few years, our litigators Complex rules regarding labor in Resolution (ADR)
have successfully assisted clients in a Indonesia cannot stem a company’s Hermawan Juniarto & Partners practices
broad range of criminal allegation needs to hire domestic or foreign labor. is prepared to represent both domestic
arising from forensic audit findings. Our team has extensive experience and international clients before the
Hermawan Juniarto & Partners also working on labor projects and Indonesia National Board of Arbitration
actively provides advisory assistance possesses an in-depth knowledge of the (Badan Arbitrase Nasional Indonesia
to our client on fraud, anti-corruption unique and complex regulations facing / “BANI”) as well as in the proposed
and other irregularities relating to the developers in Indonesia. Hermawan enforcement of international arbitration
implementation of Foreign Corrupt Juniarto & Partners has successfully awards in Indonesia.
Practices Act (“FCPA”), UK Anti-Bribery assisted some notable clients facing
Act and relevant legislations on anti- various labor disputes before the
corruption and anti-bribery. Industrial Relation Court.

Our firm focuses on dealing with all


aspects of bribery, corruption, and
fraudulent activities. Our experience
covers situations in which a company
has been defrauded as well as
defending multinational clients and
major corporations against any
criminal allegations in relation to the
enforcement of Indonesian’s Anti-
Corruption Laws. We are eager to
undertake internal investigations of
the business activities of multinational
companies operating in countries
throughout Indonesia to determine
whether the FCPA, UK Anti-Bribery Law
or local laws may have been violated.
Where appropriate, we have assisted
clients with corrective actions.

Hermawan Juniarto & Partners


maintains regular contact with
related stakeholders, for example
with the Commission for Eradication
of Corruption (Komisi Pemberantasan
Korupsi / “KPK”) to obtain important keys
on the development of the enforcement
of anti-corruption practises in
Indonesia, particularly those that are
related to the private sector.

Contact person:

Cornel B. Juniarto
Senior Partner
cbjuniarto@hjplaw-deloitte.com

Rafi Hadyanda
Junior Associate
rhadyanda@hjplaw-deloitte.com

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Mergers and Acquisitions


Services
Indonesia with its increasing
economy is facing high
growth in investment rate.
There are many ways to
invest in Indonesia – from
starting a new company, to a
more organic way – merger
and acquisition. Hermawan
Juniarto & Partners provides
services for wide-range of
corporate restructuring
matters, including assistance
on mergers and acquisitions
transaction.
Mergers and acquisitions transactions
demand qualified and reliable legal documentation, encumbrances on
assistance for it to be able to run corporate assets, share capital or land Contact person:
smoothly and within the corridor ownership and related encumbrances.
of prevailing laws and regulations. We are able to act as analyst and Cornel B. Juniarto
Completing a merger or acquisition facilitator, and assist you in developing Senior Partner
transaction of an Indonesian company strategies, understanding the market, cbjuniarto@hjplaw-deloitte.com
primarily involves compliance with conducting legal due diligence in
Indonesia’s Company Law and the assessing the transaction, negotiating Stefanus Brian Audyanto
foreign investment regulations. the structure and drafting the deal, all Partner
while putting your business goals and saudyanto@hjplaw-deloitte.com
Awarded with 2017 & 2018 Lawyer objectives in mind and as our priority.
of The Year for Merger & Acquisition,
our lawyers at Hermawan Juniarto & Restructuring Services
Partners understand clients’ issues Our lawyers work with the best
in this matter and are experienced restructuring solution by delivering the
in this area; assisting small, middle, most prominent commercial result, by
to large-scale transactions from the evaluating restructuring options and
pre-transaction, during, and post- identifying key issues that might arise
transaction, in all aspects such as in the future due to the restructuring
purchases and sales of equity and transaction. We have extensive
assets and corporate restructuring. experience of working with wide-range
of clients to achieve favorable results.
Legal Due Diligence
Our firm provides deal structuring and Post-transaction Services
legal due diligence in pre-transaction For mergers and acquisitions, we
phase. Conducting due diligence on provide a holistic approach that
Indonesian companies presents various prepares our team to address closing
difficulties due to the lack of easy to and post-closing issues – a phase that
access or reliable public records of is often overlooked - , such as post-
constitutional corporate transaction transition, post-merger
integration, management structure,
marketing, staffing, compensation, etc.
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Regulatory and Policy Services

Indonesia has attracted potential where we were involved in several


investment from all over the world. high profile regulatory works and Contact person:
To respond on that interest, it is projects in numerous industry sectors,
important for the investors to have including: Irawati Hermawan
full understanding on the Indonesia’s • airports Senior Partner
unique regulatory challenges in order • energy and power irahermawan@hjplaw-deloitte.com
to achieve a competitive advantage • railway and urban transport
and minimize regulatory risk. On the • mining Anthony P. Chandra
other hand, it is also important for the • oil and gas Partner
government to develop regulations • ports anchandra@hjplaw-deloitte.com
that can protect the interest of the • roads
people of Indonesia and allow the • waste and energy from waste
investors to conduct businesses in
Indonesia simultaneously in order to Compliance and Advisory Service
increase the economy. Indonesian regulation changes
frequently in every industry sectors.
Hermawan Juniarto & Partners is often Regulatory and Policy Practice Group
trusted to provide legal advice to at Hermawan Juniarto & Partners with
government agencies. We utilize the our extended depth of expertise in
skills of lawyers who have significant conducting regulatory due diligence
experience in public sectors. That can able to draw upon an in-depth sector
guide both government and the private knowledge to identify legal and
sectors, including the investors, to have regulatory risks as well as assessing
better understanding on any types of them, whilst maintaining a commercial
regulatory issues. focus to resolve these potential issues.

Our lawyers regularly represent


financial institutions, project
sponsors, investors, contractors, and
government, including its institutions.
Our firm has grown significantly

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Company Formation
Why Indonesia?
Indonesia as your investment destination has abundant natural resources with its young and technically trained work force,
large and growing domestic market accompanied with its improving investment climate and high global profile. With stable 19
years of democratic rule, Indonesia’s immense economic potential is primed for takeoff.

Sound Economy & Domestic Market Global Profile


Indonesia’s GDP reached more than USD 1 According to the World Economic Forum,
trillion in 2017. As the 4th biggest population in Indonesia is ranked 36 out of 137 countries in
the world, Indonesia offers a large and increasing 2017-2018 on The Global Competitiveness Index.
purchasing power.

Natural Resources Political & Investment Stability


Indonesia abounds with natural resources Indonesia has succeeded in maintaining
extractions from being a major producer of political stability as young democratic country,
liquefied natural gas and expansion of mining with its government also continuing to reform
industry with petroleum and mineral make up investment climate to make a safe and attractive
the export majority. investment destination.

Ways to Invest in Indonesia


Representative Office
• General RO
• Trade RO
• Construction RO
• Oil & Gas Ro

Subsidiary

Foreign Investment Company General Representative Office


Carry out business activities in Indonesia in Limited to supervising, connecting and coordinating;
Roles accordance to KBLI. not allowed to generate income or engage in direct
business activities.
Shareholders Min. 2 (two) shareholders N/A
At least more than IDR 10 bio investment value N/A
Capital with at least IDR 2,5 bio issued and paid-up
capital (for each business activity)
General Meeting of Shareholders, Board of Chief of Representative Office (must domicile in
Management
Commissioners, Board of Directors. Indonesia and can be foreigner / Indonesian).
Within the territory of Republic of Indonesia Must be located at office building in capital city of a
Premise Province in Republic of Indonesia.
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Negative List of Investment


Negative List of Investment (also known as Daftar Negatif Investasi or DNI) is regulated under Presidential
Regulation No. 44 of 2016 concerning List of Business Sectors Open and Closed for Investment with
Certain Conditions (“2016 Negative List”). Business sectors that are not identified in the DNI are generally
considered to be open to foreign investment without restriction, unless another law and regulation provides
otherwise. The conditions for foreign investment imposed by the DNI include imposition of a maximum
amount of foreign shareholding, requiring a local partner, reserving certain areas for micro-, small- and
medium-sized enterprises and cooperatives, and imposing special licensing requirements. The business
sectors identified in the DNI are generally based on the Indonesian Standard Industrial Classifications
(Klasifikasi Baku Lapangan Usaha Indonesia or KBLI). In addition to restrictions under the DNI, laws and
regulations may impose further restrictions and conditions on foreign involvement in regulated business
sectors, such as natural resources, shipping, health care, banking and construction, to name a few. Such
conditions may include special licensing regimes for foreign entities, capacity/output requirements or
personnel requirements. Consequently, the legal feasibility of a proposed foreign investment should be
assessed with reference to both the DNI and applicable sectoral regulations.

How Hermawan Juniarto & Partners can help you to invest in Indonesia
Investing in Indonesia requires knowledge and technical experience to carry out the process as smoothly as possible and
within the corridor of the prevailing laws and regulations.

We, Hermawan Juniarto & Partners, can help you to invest in such manner. Our company formation group will be more than
happy to make sure your investment in Indonesia is going the right way.

Pre-Investment Investment
• Business License and • Company / Representative
Structure Advisory Office Establishment
• Document Review • Business License Management
• Regulatory Mapping
• Legal Drafting
• Compliance Advisory

Post-Investment Other Services


• Regulatory Reporting • Company Deregistration
• Business License • Business License Cancellation
Management • Corporate Secretarial
• Compliance Assessment
• Corporate Governance
Practice

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Procedure and Required Licenses & Permits

OSS System
Trade/Construction/Oil & Gas Representative Office

Foreign OSS Institution Tax Office Local Government


Company Application of Certain Tax Identification Certificate of
Representative Office Number Domicile
Permit

PMA Company*

Local Government
Certificate of
Domicile

Subsidiary Notary Tax Office


Deed of Establishment Tax Identification
Ministry of Law and Number
Human Rights Approval

OSS Institution
Application of Business
Identification Number
*There are several business Business License
activities that are processed Operational/Commercial
in SPIPISE System License

BKPM-SPIPISE System
Contact person:
General Representative Office
Stefanus Brian Audyanto
Partner
saudyanto@hjplaw-deloitte.com

Foreign BKPM Tax Office Local Government Rahmaddiar Ibrahim


Company Application of General Tax Identification Certificate of Associate
Representative Office Number Domicile rahibrahim@hjplaw-deloitte.com
Permit

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners


Hermawan Juniarto & Partners
Member of Deloitte Touche Tohmatsu Limited

Contact Us

Irawati Hermawan Cornel B Juniarto


Managing Partner Senior Partner
irahermawan@hjplaw-deloitte.com cbjuniarto@hjplaw-deloitte.com

Stefanus Brian Audyanto Anthony Pratama Chandra


Partner Partner
saudyanto@hjplaw-deloitte.com anchandra@hjplaw-deloitte.com

Derryan Rahmat Putra


Counsel
dputra@hjplaw-deloitte.com

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each
of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/id/about to
learn more about our global network of member firms.

© 2018 Hermawan Juniarto & Partners

You might also like