INDONESIA LAW AND PRACTICE Contributed by: Agus Ahadi Deradjat (Agung), Gustaaf Reerink, Adri Dharma, Karina Widyaputri and Ilma Sulistyani, ABNR Counsellors at Law
a notification after the transaction has become effective. The outcome of the KPPU’s assess - ment conducted as part of a consultation may be used for the post-merger notification, pro - vided there are no changes to the supporting documents, for up to one year from its issuance date. Notification Fees As of May 2023, filing fees are required. They are calculated by multiplying the value of assets or sales in excess of the notification threshold, whichever is lower, by 0.004%. The value of assets or sales is based on the total asset or sales value of: • the surviving entity, the consolidating under - taking, or the acquiring entity and the target; and • the undertakings that are directly or indirectly controlled by the surviving entity resulting from the merger, the consolidating undertak - ing, or the acquiring entity and the target. If both the asset and sales value meet the thresh - old, the filing fee will be calculated using which - ever value is lower and will only be payable if the KPPU finds that the transaction is notifiable. The maximum fee is IDR150 million (approximately USD9,162). General Overview of the Timeline Notification comprises two phases. 1. A check on the completeness of notification documents. 2. An assessment, consisting of initial and com - prehensive assessment sub-phases, with the latter only being applicable to transactions that
raise potential concerns from the Indonesian competition law perspective. The first phase, which is applicable to all notified transactions, also consists of a check regarding if the transaction is notifiable. This check should be completed within three business days of the notification being submitted. If the notification documents are complete, the KPPU will issue a notification registration number and official con - firmation on whether the transaction is notifiable. If the notification documents are not complete, the KPPU will request the notifying party to pro - vide additional documents or information as deemed necessary. If the transaction is notifiable, the notification will continue to the assessment phase. Thereafter, the KPPU has 90 business days from the date the notification is declared complete to conduct its review and issue an opinion. 6.3 Cartels The general cartel prohibition can be found in Article 11 of Law No 5/1999 on the Prohibition of Monopolistic Practices and Unfair Business Competition as amended by Law No 6 of 2023 on the Stipulation of Government Regulation No 2 of 2022 on Job Creation into Law (ICL) and several KPPU Guidelines. The ICL contains sev - eral provisions for the cartel prohibition which, apart from the general cartel provision, relate to: • price fixing (Article 5 of the ICL); • market allocation (Article 9 of the ICL); • group boycotts (Article 10 of the ICL); • bid rigging (Article 22 of the ICL); and • a general prohibition on anticompetitive agreements with foreign parties, which could also apply to cartels with a cross-border ele - ment (Article 16 of the ICL).
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