Practices
The market recognizes us for our role in advising and bringing to a successful completion high profile and complex corporate commercial transactions.
Our award-winning Capital Markets practice group was key to our Firm winning the Southeast Asia Capital Markets Law Firm of the Year Award at the 2023 Legal 500 Southeast Asia Awards. With a leading practice since 1995, we have worked on complex and often precedent-setting capital markets deals.
SELECTED TRANSACTIONS:
-. Represented the banks in the 2021 mega-IPO of Mitratel, a subsidiary of state-owned PT Telkom Indonesia (Persero) Tbk. This is the second biggest IPO in the history of the IDX to date and it was also nominated for IPO of the Year at the 2022 ALB Indonesia Awards.
-. Represented PT Global Digital Niaga (popularly known as Blibli) in its mega IPO which was hailed as the second biggest IPO in the IDX in 2022, and the fifth biggest IPO in the history of the IDX to date.
-. Represented PT Sinarmas Asset Management and PT Plaza in the issuance of the largest Indonesian Dana Investasi Real Estat or “DIRE” (Real Estate Investment Fund) namely DIRE Simas Plaza Indonesia, also listed on the Indonesia Stock Exchange.
-. Represented Plaza Indonesia in the issuance of the largest Indonesian Dana Investasi Real Estat or “DIRE” (Real Estate Investment Fund) namely DIRE Simas, listed on the Indonesia Stock Exchange by PT Sinarmas Asset Management and PT Plaza Indonesia Realty Tbk. (“PIR”). This deal won the Banking and Finance Deal of the Year at the 2022 ALB Indonesia Law Awards.
-. Represented PT Golden Mines Energy Tbk. in its rights issue.
-. Handled the IPO of FIRST REIT, the first real estate trust of an Indonesian company to be listed on the SGX-ST.
Our Banking and Finance team specializes in structuring, documenting and advising on various types of finance transactions. Our team has handled and represented large local and international companies, banks, conglomerates, and financial institutions on a range of banking and finance issues.
SELECTED TRANSACTIONS:
-. Represented Agung Podomoro Land, Tbk. in a Senior Secured Term Facility Agreement with Guthrie Venture Pte. Ltd. (as the lender).
-. Represented the Charoen Group in getting a bridge loan facility from Barclays Bank, Sinar Mas group and PT PENI in each case, as borrowers.
-. Represented Agung Podomoro Land, Tbk. in a Syndication financing by Credit Opportunities II Pte. Limited which was secured by, among others, a mortgage over Central Park Mall, one of the biggest malls in Jakarta.
-. Represented SC Capital Partners Group in its purchase of existing loans of PT Menara Permata Propertindo and PT Bintang Millenium Indonesia from PT Bank CIMB NiagaTbk, which are secured by a mortgage over Citadines Kuta Beach Hotel Bali, a property located in Bali and owned by PT Menara Permata Propertindo and 19 Avenue, a property located in Tangerang and owned by PT Bintang Millenium Indonesia.
-. Represented PT Surya Semesta Internusa Tbk in the financing by the International Finance Corporation for industrial estate development.
– Represented PT Mitra Adiperkasa Tbk in the complicated series of transactions between PT MAP and the subsidiaries of CVC Capital Partners for the establishment of a mutual partnership in the retail (active) business.
-. Represented PT Multipolar Tbk in a Facility Agreement between Deutsche Bank AG, Singapore Branch, and PT Multipolar Tbk.
-. Represented PT Agung Podomoro Land Tbk in a syndicated loan facility which was secured and guaranteed by several subsidiaries of PT Agung Podomoro Land Tbk.
-. Represented LMIRT Management Ltd in a syndicated loan facility to Perpetual (Asia) Ltd (in its capacity as trustee of Lippo Malls Indonesia Retail Trust).
-. Represented Plaza Indonesia in the issuance of the largest Indonesian Dana Investasi Real Estat or “DIRE” (Real Estate Investment Fund) namely DIRE Simas, listed on the Indonesia Stock Exchange by PT Sinarmas Asset Management and PT Plaza Indonesia Realty Tbk. (“PIR”). This deal won the Banking and Finance Deal of the Year at the 2022 ALB Indonesia Law Awards.
Our Property/Real Estate Practice Group has represented numerous prominent real estate group companies for various types of transactions, both domestic and international. These transactions range from the shares acquisition of real estate companies, acquisition of assets, establishment of joint ventures and property development projects. Our team also provides strategic and structuring advice to assist in optimally meeting the commercial objectives of the clients while complying with the applicable laws.
SELECTED TRANSACTIONS:
-. Represented the subsidiaries of PT Pacific Millennium Land, in the mega acquisition of lands for the development of Millenium City BSD.
-. Represented PT Agung Podomoro Land, Tbk., in its sale of certain strata title units over Central Park Mall, one of the biggest malls in Indonesia.
-. Represented PT Buana Makmur Indah a subsidiary of PT Agung Podomoro Land, Tbk., in the sale of land to PT CFLD Karawang New Industry City Development, a subsidiary of a publicly listed company in China.
-. Represented Pt Mandiri Cipta Gemilang, a wholly owned subsidiary of PT Lippo Karawaci Tbk, in its sale of majority portion of strata titles with a total area of 175,146.44 m2 within Lippo Mall Puri, a flagship shopping mall located in West Jakarta which is a part of the premium St. Moritz Jakarta integrated mixed-use development to PT Puri Bintang Terang, as Purchaser, a wholly-owned subsidiary of Lippo Malls Indonesia Retail (LMIR) Trust.
-. Represented PT Sinarmas Asset Management and PT Plaza Indonesia Realty Tbk. (“PIR”), in the issuance of the largest Indonesian Dana Investasi Real Estat or “DIRE” (Real Estate Investment Fund) namely DIRE Simas Plaza Indonesia, listed on the Indonesia Stock Exchange.
-. Represented LMIR Trust, in connection with the acquisition of retail malls including Sun Plaza (located in Medan, North Sumatra), Lippo Mall Kemang (located in South Jakarta), Lippo Plaza Batu (located in Batu City, Malang) and Palembang Icon (located in Palembang).
Our award-winning Mergers & Acquisitions practice is actively engaged in handling various transactions for some of the most prominent and leading companies in the Asia-Pacific region. Our team has handled numerous significant asset disposals and foreign investments, and/or acquisitions both on the buyer’s and seller’s side, and have represented clients, including conglomerates, startups, private equities, and venture capital firms.
SELECTED TRANSACTIONS:
-. Represented the two largest shareholders of PT Link Net Tbk. (one of Indonesia’s biggest cable TV operators and fixed broadband internet provider), in the sale of their shares to the Axiata Group, a giant Malaysian multinational telecommunications conglomerate. This deal was nominated as M&A Deal of the Year at the 2022 ALB Indonesia Awards.
-. Represented Bank Danamon, in its acquisition by the Bank of Tokyo Mitsubishi-MUFG. This deal won the M&A Deal of the Year at the 2018 ALB Indonesia Awards.
-. Represented PT Profesional Telekomunikasi Indonesia, one of the largest independent tower companies in Indonesia for its mega acquisition of 94.03% shares of PT Solusi Tunas Pratama Tbk. This deal was nominated as M&A Deal of the Year at the 2022 ALB Indonesia Awards.
-. Represented Snacking Investments BidCo Pty Limited, a special purpose vehicle of Kohlberg Kravis Roberts & Co. L.P. (“KKR”) in its acquisition of 100% of the business and assets under certain brands and sub-brands of Arnott’s, Kimball, Country Ladle, and acquisition of 100% shares of Campbell owned entities from Campbell Soup Company and Campbell Hong Kong Limited.
-. Represented PT Fajar Surya Wisesa Tbk. (“FASW”) in the purchase of shares in FASW by SCG Packaging Public Company Limited through its subsidiary from the existing shareholders of FASW, representing 55% of the total issued and fully paid-up capital of the FASW through crossing in the bourse.
Our Law Firm is a key player in restructuring transactions in Indonesia, having led 60% of all landmark restructuring and privatization deals in Indonesia during the 1997 Asian financial crisis and the 2007 Global financial crisis, including the IBRA restructurings.
A law firm with strong business acumen, and supported by our close ties with the relevant government agencies, we offer valuable, practical and timely legal solutions and creative strategies to companies that are in distress.
To date, a majority of the legal documentations and structures used in restructuring deals in Indonesia have, in fact, originated from our firm.
Our Litigation and Dispute Resolution Team, complemented by the excellent Litigation and Dispute Resolution Teams of WongPartnership and LSM, is on an aggressive and rapid rise with a growing portfolio.
SELECTED TRANSACTIONS:
-. Represented global investment private equity firm Kohlberg Kravis Robert (KKR) in a shareholders’ and management dispute involving corporate governance issues on its investment in PT Tiga Pilar Sejahtera Food Tbk and advising KKR on various and complicated capital market, suspension of payment obligations/bankruptcy, corporate and dispute resolution matters.
-. Represented and advised PT China Communications Construction Engineering Indonesia as defendant in a legal suit involving a complicated cooperation agreement with another Indonesian company.
-. Represented and advised Plataran Indonesia Group, a prominent luxury hospitality group, in intellectual property right related matters, land disputes, and employment issues.
-. Represented and advised PT Pan United Concrete, an affiliate of Pan United Corporation, a Singapore concrete and logistics company, in a complex employment dispute. Represented and advised high profile Indonesian individuals on complicated cross-border inheritance disputes, divorce, and various family law matters.
Our Energy, Resources and Mining is a dynamic team that has handled significant projects related to environmental sustainability and has represented several prominent companies in their projects and transactions.
SELECTED TRANSACTIONS:
-. Represented one of the biggest telecommunication infrastructure companies and internet service providers in its investment in a new business model in renewable energy and providing green attributes.
-. Represented one of biggest companies in Indonesia that holds a forest concession permit in Indonesia in its investment in the development of Verified Carbon Units (VCU), which are derived from the sustainable forest management.
-. Represented (i) PT Permata Resources Borneo Makmur and PT Batuah Energi Prima, and (ii) PT Permata Energy Resources, PT Riau Baraharum and PT Nusantara Termal Coal, in the restructuring of a Senior Secured Transferrable Loan with CIMBN.
-. Represented PT Golden Energy Mines Tbk. in its rights issue and IPO.
-. Represented PT Aneka Gas Industri, one of the largest gas industry companies in Indonesia, in its (i) IPO; and (ii) issuance of IDR bonds. – Represented Golden Energy and Resources Ltd, a listed company on the SGX-ST Mainboard and one of Indonesia’s largest coal reserve owners on its issuance and sale of Senior Secured Notes due 2023.
-. Represented PT Aneka Tambang (Persero) Tbk. (Antam), one of the largest state-owned mining (nickel and gold) companies in Indonesia, in its financing of Project Tangguh.
Our team has handled complex private matters for Indonesian telecommunications companies such as Linknet, Protelindo, Indosat and Mobile 8 in their capital markets, M&A, corporate and debt restructurings, financing (bank and vendor), strategic equity investments and equipment supply agreements and PT First Media Tbk. in the formation of a strategic alliance with CVC Capital Partners.
Our team, in addition to acting as counsel for PT MNC and PT Global Mediacom, has also handled the first listing of an Indonesian television station PT Indosiar Visual Mandiri Tbk. on the Jakarta Stock Exchange and the establishment of a joint venture for a new 24-hour music television station for Indonesia. Our team has also acted for PT Rajawali Citra Televisi Indonesia (RCTI), the first Indonesian private broadcasting and television company, in connection with its public issuance of Medium Term Notes.
Our team has consistently been a leader in privatization and divestment transactions, and has provided assistance in a number of high profile transactions in Indonesia.
SELECTED TRANSACTIONS:
-. Represented the Government of Indonesia, the Ministry of State Owned Enterprises (MSOE or BUMN) and during its tenure by the Indonesian Bank Restructuring Agency (IBRA or BPPN) in connection with major government privatization and divestment programs.
-. Represented PT Krakatau Steel (Persero) Tbk., an Indonesian state-owned company and the largest steel producer in Indonesia and one of the largest steel producers in Southeast Asia on the global offering of its shares.
-. Represented PT Wijaya Karya (Persero) Tbk., in its privatization.
-. Represented PT Bank Rakyat Indonesia (Persero) Tbk., for the highly regarded and successful IPO of its shares.
-. Represented the Government of Indonesia (via IBRA) to represent IBRA in the sale of its 51% stake in PT Bank Central Asia Tbk. and by the MSOE for both the block trade sale and strategic sale of shares of PT Indosat (Persero) Tbk.
Our Startup, Venture Capital and Fintech Practice Group (SVCF PG) assists various deals involving reputable startups, venture capital firms, and fintech companies. These deals involve advising companies in carrying out corporate actions (fundraising, acquisitions, investments, and other complex transactions), and guiding companies in structuring and organizing their business products in accordance with applicable laws. Our team has represented various companies in numerous transactions:
SELECTED TRANSACTIONS:
-. Represented Tiket.com for its acquisition of Djarum Group (Blibli).
-. Represented Expedia, a world leading hotel reservation, in the entry to Traveloka.
-. Represented WeWork Companies Inc. in the acquisition of Spacemob Pte. Ltd.
-. Represented Kohlberg Kravis Roberts & Co. L.P. in its investment in Privy, a leading startup offering e-signature services in Indonesia, for its Series C funding.
-. Represented Boston Consulting Group (“BCG”), a prominent global consulting firm, in connection with their services in developing BCG Client’s investment application businesses, which include facilitating crypto transactions, in-app money transfers, and sale of global stocks products to the customers.
-. Represented Travelio, a leading Indonesian startup in the property and hospitality sector in its fundraising rounds from various investors.
-. Represented PT Global Digital Niaga (a member of the Djarum Group, popularly known as Blibli) in connection with its investment in PT Aplikasi Karya Anak Bangsa (GoJek), a decacorn startup in Indonesia and documentation of its preference rights to invest in PT Dompet Anak Bangsa (GoPay).
-. Represented Temasek, for its investment in Social Bella International Pte. Ltd. (Sociolla).
-. Represented PT Visionet International (OVO) for its strategic partnership between Grab and Ovo.
-. Represented Temasek for its entry to Zilingo through Series D preference shares fundraising.
-. Represented Traveloka Pte. Ltd. for its entry into PT Easy Touch Indonesia (Pouchnation) through series B fundraising.
We are also proud to bring you SVCF PG’s creative passion project- the Aksara Nusantara , a set of dynamic and fully editable/customizable package of documents, which are free and downloadable, and can be used by startups as basis for transaction documentation in initial stages of fundraising.
Our team also specializes in corporate governance, audit and compliance programs to ensure that clients observe in all respects international corporate governance practices and Indonesia’s Code for Good Corporate Governance.
Dr. Yozua Makes, our managing partner, is a member of the drafting committee for Indonesia’s Code for Good Corporate Governance on behalf of the National Committee for Good Corporate Governance. We have also completed Good Corporate Governance projects for large publicly listed companies, including the Astra Group, PT Global Mediacom Tbk and PT Metrodata Electronics Tbk.
Our Team draws expertise from across several practice areas to provide our clients with a comprehensive range of services covering the entire business life cycle, from incorporation to the growth and expansion of operations and business.
Our Employment and Industrial Relations Practice Group is dedicated to providing comprehensive assistance and expert guidance across a wide array of employment-related areas. Our team specializes in various facets of employment law, ranging from drafting employment contracts and handling expatriate employment to managing employee terminations. Additionally, we excel in addressing regulatory and compliance challenges that arise in the dynamic employment landscape. Our commitment extends to helping clients meet their manpower obligations effectively and efficiently.