INDONESIA Law and Practice Contributed by: Chandrawati Dewi, Gustaaf Reerink and Bilal Anwari, ABNR Counsellors at Law
• in a merger – the surviving undertaking of the merger transaction; • in a consolidation – the newly formed undertaking resulting from the consolidation transaction; • in a share acquisition – the undertaking that acquires the shares; and • in an asset acquisition – the undertaking that acquires the assets. 3.5 Information Included in a Filing A filing would involve filling out an online notification form and submitting supporting documentation. A high level of detail is required. The notification form requires information on: • the corporate details of the transacting parties, including the shareholders and management com - position before and after the transaction; • the Indonesian sales and assets value of the transacting parties and their relevant affiliates or subsidiaries; • the product details of the parties, including descriptions and market share in Indonesia; and • a list of competitors, customers and suppliers of the parties involved in the transaction, as well as their respective market, purchase and supply shares. All required information (including the list of competi - tors, customers and suppliers) must be filled out, even if the parties have no overlapping market share. As for the supporting documents, the KPPU requires the following: • transaction documents and government approval evidencing the transaction is legally effective; • corporate documents of the transacting parties; • audited financial statements of the acquirer, the ultimate parent entity of the acquirer, the subsidi - aries of the ultimate parent entity and/or acquirer with sales and/or assets in Indonesia, target and its subsidiaries with sales and/or assets in Indonesia; • a company profile of the transacting parties, including their shareholders and management composition, product description and marketing coverage;
• a business plan prepared by the management of the notifying party, containing an industry analysis and the management strategy for the next three to five years; • an economic impact analysis, including the market share of the parties involved in the transaction, the affected market, and benefits of the transaction; • a summary of the transaction, including the description of the transaction, the legal effective date, the transaction value and list of relevant transaction documents; and • a pre- and post-transaction group scheme. The notifying party will also need to grant a power of attorney (notarised and apostilled, if signed outside Indonesia, or consularised depending on the jurisdic - tion) to the legal representatives making the filing with the KPPU. The notification form and all supporting documents must, in principle, be in Bahasa Indone - sia. Any documents prepared in a foreign language must be translated into Bahasa Indonesia. However, for practical reasons, the KPPU normally allows sub - mission of a translated summary of each submitted document. If the parties do not record the Indonesian assets and turnover value in their audited financial statements, and/or if the financial statements are prepared in a foreign language or in a currency other than IDR, they would also need to submit a signed statement letter that includes these Indonesian figures. The KPPU may ask the parties to submit supplemen - tary documentation in addition to the foregoing. 3.6 Penalties/Consequences of Incomplete or Inaccurate Notification An incomplete notification will not be accepted by the KPPU and the authority will not issue a receipt of submission. If a receipt is not issued within the 30-day deadline, the notification will be considered late, and the KPPU may start a formal investigation for late sub - mission and impose penalties. If the submitted information or documents are found to be false, the KPPU may cancel registration of the notification, the findings of its review, or both. This cancellation may be treated as a late notification and
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