New Partner Announcement

Syahdan-Zainoel-Aziz_72dpi

SSEK Indonesian Legal Consultants is pleased to announce the promotion of our new partner, Syahdan Z. Aziz, effective January 1, 2016.

Syahdan’s areas of practice include oil and gas law, energy and natural resources, mergers and acquisitions, foreign capital investment, infrastructure and general corporate matters.

Syahdan joined SSEK in early 2005. He received his Bachelor of Laws in economic law from the University of Indonesia in 2005 and earned his Master of Laws in 2009 from the University of Groningen in the Netherlands. He is a member of the Indonesian Advocates Association (Peradi). Read more »

Update on Indonesian Employment Law

Labor & Employment_2

Richard D. Emmerson, a senior foreign legal advisor at SSEK Legal Consultants, has contributed the Indonesia chapter to Asia Employment Law, a quarterly review of employment law developments across 15 jurisdictions in Asia. The review is designed to help legal and human resources advisors stay up to date on employment-related legal developments around Asia.

In this latest edition of Asia Employment Law, Mr. Emmerson highlights a number of issues related to labor and employment law in Indonesia, including regulations on the use of foreign manpower and wages. Read more »

Indonesian Import License Regulations

Port of Norfolk, USDA

By Christina N. Soela

The Indonesian Minister of Trade (“MOT”) issued two new regulations on import licenses in 2015 that took effect on January 1, 2016.

The first is MOT Regulation No. 70/M-DAG/PER/9/2015 dated September 28, 2015 regarding Importer Identification Number (“API”) (“MOT Reg 70/2015″). This  revokes MOT Regulation No. 27/M-DAG/PER/5/2012 dated May 1, 2012 regarding Provisions on API as lastly amended by MOT Regulation No. 84/M-DAG/PER/12/2012 dated December 27, 2012 (together “MOT Reg 27/2012″).

The significant changes under MOT Reg 70/2015 are as follows:

  • Import of goods under API-U

MOT Reg 70/2015 deletes the provision that only goods within the same section of the Goods Classification System can be imported under a General Importer Identification Number (“API-U”). Under the previous provision, if importers intended to import goods from more than one section of the Goods Classification System, the importer was required to import such goods from an overseas company with a special relationship with the importer, or the importer had to be a business entity partially or entirely owned by the state.

MOT Reg 70/2015 does not limit the importation of goods from within various sections of the Goods Classification System, so long as the goods are in line with the Trading Business License of the company holding the API-U. Therefore, the new API-U format no longer sets out information on the sections of goods. Read more »

Indonesia Readies New Negative Investment List. What Should Investors Expect?

deal-news-300x135

By Stephen Igor Warokka

According to numerous media reports, the Indonesian government is in the process of revising the Negative Investment List, commonly known as the DNI, as contained in Presidential Regulation No. 39 of 2014. The revised DNI is expected to be issued in February or March 2016, according to reports.

Why is a revised DNI so highly anticipated by investors and the business community in Indonesia? That is because the first step in establishing a foreign investment company in Indonesia is to determine whether the proposed company can engage in the business intended by its founding shareholders and, if so, whether the company can be wholly foreign owned or only partially foreign owned. The DNI lists those industries and business areas in which investment by both foreigners and Indonesians is prohibited or restricted.

According to media reports and statements by government officials, there are at least 20 new lines of business that various ministries have suggested be opened to 100% foreign investment in the new DNI. Read more »

Fiduciary Security Registration in Indonesia

businessmen

By Ira A. Eddymurthy and Christina N. Soela

The Indonesian Government has issued Government Regulation No. 21 of 2015 regarding Procedures to Register Fiduciary Security and Fees to Draw Up a Fiduciary Security Deed (“GR 21/2015″). GR 21/2015 revokes GR No. 86 of 2000 regarding the same (“GR 86/2000″).

GR 21/2015 regulates, inter alia, the procedures for the registration of Fiduciary Security and the correction and amendment of a Fiduciary Security Certificate (“Certificate”). It also regulates the process for the notification of Fiduciary Security termination by the Fiduciary Security holder (i.e., the creditor whose receivables payment is secured by the Fiduciary Security) through the online system managed by the Ministry of Law and Human Rights (“MOLHR”).

One of the stated aims of GR 21/2015 is to facilitate the electronic registration of Fiduciary Security. Under GR 86/2000 registration was done manually, resulting in delays in processing Fiduciary Security registration as the high number of applications sometimes overwhelmed the facilities and personnel at the Fiduciary Security Office (“Office”) at the MOLHR. In addition, GR 21/2015 regulates the fees to draw up the Fiduciary Security Deed. Read more »

SSEK Legal Consultants Invites You to a Free ELA Employment Law Webinar

employment-law-alliance

“Year in Review: Key U.S. Labor and Employment Developments in 2015 and What to Expect in 2016″

Thursday, January 28, 2016

The Employment Law Alliance is offering a free 90-minute webinar on Thursday, January 28 focusing on “Year in Review: Key U.S. Labor and Employment Developments in 2015 and What to Expect in 2016.”

Webinar Description

There were significant labor and employment developments in the U.S. during 2015 and we expect to see at least as much action in 2016. This webinar will provide a national perspective on the following topics:

  • Equal Employment Opportunity developments: increased protections for women – particularly pregnant employees and new mothers – along with higher expectations for accommodating religious practices and disabilities.
  • The newest wage and hour claims being pursued and practical tips for avoiding the most common mistakes when calculating hours worked and wages owed.
  • Tactics being utilized by businesses to misappropriate trade secrets and steal away key personnel from competitors – practical strategies you can employ to minimize these problems.
  • How the NLRB is flexing its muscles to aid with unionization and what you can do right now to help maintain your non-union status.
  • Continued legal and media attacks on the use of independent contractors and the outsourcing of management functions – how you can avoid being the next poster child of worker “exploitation.” Read more »

Alert: Ownership of Homes or Residences by Foreigners in Indonesia

RealEstate&Property

By Michael S. Carl and Miftahul Khairi

Indonesia issued Government Regulation No. 103 of 2015 regarding the Ownership of Homes or Residences by Foreigners Residing in Indonesia (“GR 103/2015) in late December 2015. GR 103/2015 entered into force on December 28, 2015. The Government made the new ruling public earlier this week.

No major changes

GR 103/2015 does not introduce any radical changes, as foreigners residing in Indonesia could already own homes or apartment units in the country under Government Regulation No. 41 of 1996, which was revoked by GR 103/2015.

There had been some speculation that the government, as part of the economic stimulus packages it has been introducing since last year, would make major changes to the rules on home ownership by foreigners, in order to stimulate the property market. Speculation included the possibility that foreigners domiciled abroad may be permitted to own homes/apartment units in Indonesia. However, that is not the case under GR 103/2015, which requires foreigners to have a legal stay permit to own a home/residence in Indonesia.

Significantly, foreigners must sell their homes to a qualifying person within a year after relinquishing their legal stay permit. This is an important consideration for any foreigner looking to acquire a home in Indonesia as a long-term investment.

Important points in the new regulation Read more »

Doing Business Across Asia: Cross-Border Legal Solutions

Ira-Eddymurthy_72dpi

SSEK founding partner Ira A. Eddymurthy will be a featured panelist at a conference organized by the Singapore Academy of Law on January 21 and 22.

The conference, Doing Business Across Asia: Legal Convergence in an Asian Century, will explore cross-border trade practices and regulatory mechanisms in the region, and what they mean for the business and legal communities in Asia. Members of the business and legal communities will have the chance to discuss the challenges and opportunities resulting from the increased economic integration among Asian countries.

Ira Eddymurthy will be part of the panel on the cross-border enforcement of commercial contracts. The panel will discuss legal enforcement procedures in cross-border commercial disputes and why Asian countries should consider adopting the Convention on Choice of Court Agreements and the attendant benefits of doing so. This session is scheduled for Friday, January 22, at 11:30 a.m. Read more »

Public Mergers and Acquisitions in Indonesia: Regulatory Restrictions

mailchimp_blue-header - 800x378

SSEK Indonesian Legal Consultants partner Fahrul S. Yusuf and Michael S. Carl, a senior foreign legal advisor at the firm, have contributed the Indonesia chapter of the new Practical Law global guide to Public Mergers and Acquisitions.

SSEK Legal Consultants is one of the top M&A law firms in Indonesia, as ranked by leading independent legal publications including Chambers & Partners, IFLR1000, Legal 500 and Asia Law & Practice. SSEK was recognized as a Tier 1 M&A law firm in the 2015 M&A Rankings from Asian Legal Business, one of only four firms to receive the Tier 1 ranking.

The following is an extract from Public Mergers and Acquisitions in Indonesia.

Are any other regulatory approvals required, such as merger control and banking? If so, what is the effect of obtaining these approvals on the public offer timetable?

Specific regulatory approvals prior to the takeover may be required subject to the target company’s specific line of business (for example, banks and non-bank financial institutions will require approval from the Financial Services Authority (OJK) before the takeover).

In addition, the Indonesian Competition Law prohibits the merger or consolidation of business entities or an acquisition of shares that may result in monopolistic practices and/or unfair business competition. The Competition Law requires that a filing be made to the Competition Supervisory Commission (KPPU) for the merger or consolidation of business entities and in the acquisition of shares resulting in control if the resulting asset value and/or sales value exceed certain thresholds. This filing must be made to the KPPU no later than 30 business days after the effective date of the merger, consolidation or acquisition. The surviving company or the acquiring company has the obligation to file. Read more »

Public Mergers and Acquisitions in Indonesia: Post-Bid

mailchimp_blue-header - 800x378

SSEK Indonesian Legal Consultants partner Fahrul S. Yusuf and Michael S. Carl, a senior foreign legal advisor at the firm, have contributed the Indonesia chapter of the new Practical Law global guide to Public Mergers and Acquisitions.

SSEK Legal Consultants is one of the top M&A law firms in Indonesia, as ranked by leading independent legal publications including Chambers & Partners, IFLR1000, Legal 500 and Asia Law & Practice. SSEK was recognized as a Tier 1 M&A law firm in the 2015 M&A Rankings from Asian Legal Business, one of only four firms to receive the Tier 1 ranking.

The following is an extract from Public Mergers and Acquisitions in Indonesia.

Compulsory purchase of minority shareholdings

Can a bidder compulsorily purchase the shares of remaining minority shareholders?

The acquirer does not have the right to compulsorily purchase the shares of any minority shareholders who do not accept the offer.

If a bidder fails to obtain control of the target, are there any restrictions on it launching a new offer or buying shares in the target?

There are no such restrictions.

De-listing

What action is required to de-list a company?

The requirements to de-list are governed by Indonesia Stock Exchange (IDX) Rule No. I.I on De-Listing and Re-Listing (IDX Regulation). Read more »