IFLR Indonesia ForumNegotiating the legal landscapeNovember 23, 2010 • The Fullerton Hotel, Singapore

Benefits of attending:• Discuss new mining legislation in detail and how it will affect your practice• Examine M&A pathways between Indonesia and other Asian countries• Look at finding the right partner in Indonesia• Consider alternative exchanges for Indonesian companies to list on• Identify issues around bond structures, tax and treaties• Explore private equity as a driver for investment activity• Look at the evolving role of Islamic finance in Indonesia• Assess the developing role of securitisation and structured finance• Understand restrictions on foreign ownership• Anticipate how rules on deforestation will impact on CPO and mining• Hear how best to resolve disputes in transactions• Contemplate recent regulations such as Law 24 and material transactions

To register or for more information:Visit: www.iflr.com/Indonesia10 Call: + 852 2842 6995Email: samantha.woo@euromoneyasia.com

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The hotel: The Fullerton Hotel Singapore

IFLR Indonesia ForumNegotiating the legal landscapeNovember 23, 2010 • The Fullerton Hotel, Singapore

Negotiating the Indonesian legal landscape has its challenges.Regulations are often implemented with little marketconsultation and material transactions regulations issued byBapepam (Indonesia’s securities regulator) affect internationalbond offerings. The rule stating that any offering that is over50% has to be approved by shareholders (who must haveseveral weeks notice of a meeting) is proving particularlyproblematic.

More bad news for bonds present themselves in Bapepam’sregulations on withholding tax, as tax treaties have been rulednot to apply to special purpose vehicles (SPVs). Rules on taxtreaties around commercial activities have been altered byIndonesia’s tax authorities, making it more difficult forcorporates to take advantage of such treaties.

Corruption in Indonesia is well documented, but thegovernment is working to eradicate this and the corruptioncommission (KPK) is feared in the business and legalcommunities.

Ensuring agreements are enforced remains a crucial issue anddrafting documents in Bahasa is a sensible option as courtswill only consider Indonesian language version of documentsin deals.

There is an increasing amount of foreign investor interest inIndonesia. The domestic economy is of particular interestacross many sectors and, although foreign ownershipregulations remain restrictive, foreign investment opportunitiesare presenting themselves.

In addition, equity capital markets are bouncing back. TheIndonesia Stock Exchange has recently said it expects 25 initialpublic offerings (IPOs) by the end of 2010, in comparison tofour during the first six months of the year and just 13 overall in2009. International debt offerings are relatively modest,however, with low market confidence. High yield has felt riskyto investors and several planned offerings have been pulled orpostponed.

M&A deals are becoming more strategic and the pathwaybetween Indonesia and China is particularly interesting as isinbound M&A into the country. Private equity deals such asCVC/Matahari are creating a stir and acting as a driver forinvestment.

Join IFLR to discuss these and other issues with industryleaders and your peers at this one day forum. Reserve yourplace today.

Who should attend?•Bankers’ counsel•Corporate counsel•Investment bankers•Regulators•Law firms

Address: 1 Fullerton Square Singapore 049178To reserve a room call: +65 6733 8388

The Fullerton Hotel Singapore, one of the best hotels in Asia, opened in2001. Boasting 400 rooms of pure luxury the hotel has won dozens overnoteworthy awards and is known for its high quality of service, beautifularchitecture and fantastic location.

The Fullerton Hotel was transformed from the historic Fullerton Building,built in 1928. It is situated in the heart of the financial and arts district ofSingapore, with excellent views of the Singapore River and Marinawaterfront. Pamper yourself at the Asian Spa or lounge by the pool, takingin the views of the city. The hotel boasts a state-of-the-art gym and retailoutlets on site. The business centre is open 24 hours a day and wifi isavailable throughout the hotel.

The Fullerton Hotel is the choice of accommodation for business andleisure travellers alike.

November 23, 2010

12.00 Onshore business in Indonesia: equitycapital markets • IPOs coming out of Indonesia• Which exchange to list on – international

alternatives to Jakarta for Indonesian companies• The evolving role of Bapepam

Michael Sturrock, partner, Latham & Watkins

13.00 Lunch

14.00 Doing business in Indonesia – is therea viable dispute mechanism formultinational corporates?• Is arbitration in Singapore the solution?• Is arbitration in Indonesia the answer?• Indonesia courts – getting better or worse?

Rachel Foxton, head of business development,SIAC (Singapore International Arbitration Centre)

Nicholas J Serwer, general counsel, PT AncoraInternational

Maurice Burke, partner, litigation and arbitration,Herbert Smith

T. Mulya Lubis, senior partner, Lubis, Santosa &Maulana

15.00 Coffee

15.30 The new regime for power projects andnatural resources• Participation requirements• Indonesianisation Participation• Implementing the new mining legislation• Anticipated rules on deforestation and the impact

on CPO and mining• Government backing for projects: operating

without guarantees• Indonesian Infrastructure Guarantee Fund• The local government role in issuing permits

Nathan Dodd, counsel, Linklaters

Hilton King, general counsel Indonesia, PTSampoerna Strategic

Deepa Pasumarty, managing director, global headfor power & utilities, Standard Chartered Bank

Daniel Poller, senior advisor, JP Morgan

Boy Gemino Kalauserang, head of legal,Pamapersada Nusantara Group

16.30 Financing: structured finance andleveraged / acquisition finance• Most common structures and issues• Pre-IPO financings • Security issues/challenges• Non-recourse lending

David Zemans, managing partner, MilbankTweed Hadley and McCloyJames Wood, director, Legal and ComplianceDepartment, Credit SuisseDuncan Black, executive director, UBS FixedIncome StructuringOene J. Marseille, foreign counsel, Ali Budiardjo,Nugroho, ReksodiputroEnoch Tan, director and Asia head of privatefinance, Rothschild

17.30 Close of conference

08.30 Registration

09.00 Chair’s introduction and openingremarks

Tom Young, editor, IFLR

Theodoor Bakker, foreign counsel, Ali Budiardjo,Nugroho, Reksodiputro

09.10 Keynote address

T. Mulya Lubis, senior partner, Lubis, Santosa &Maulana

09.30 Debt capital markets: Current issues inIndonesian high yield• Best practice and Law No. 24 (the Indonesian

language law)• How rules on material transactions are affecting

bonds – possible solutions • Bond structuring and tax: which jurisdiction, which

treaty, which structure?• Lawsuits, enforcement and international

perceptions• Can any security package really ‘work’?• The Trustee dilemma: A very practical enforcement

issue

Joel Hogarth, partner, O’Melveny & Myers

Ben Bowden, head of legal SEA and head of DCMlegal, Standard Chartered

Nick Graham, RSM AAJ Associates

Bono Daru Adji, partner, Assegaf Hamzah &Partners

10.30 Coffee

11.00 Structuring M&A deals in Indonesia • Inbound M&A in Indonesia• M&A between China and Indonesia• Foreign ownership restrictions• Private equity as a driver for investment• Structuring private equity investments in Indonesia• Opportunities for leveraged buyouts e.g. Matahari

LBO• Local versus international finance• Finding the right local partner to work with

David Dawborn, partner, Herbert Smith; seniorinternational counsel, HBT

Rajiv Louis, managing director, UBS Head ofInvestment Banking – Indonesia

Ray Headifen, tax partner,PricewaterhouseCoopers Jakarta

To register or for more information:Visit: www.iflr.com/Indonesia10 Call: + 852 2842 6995Email: samantha.woo@euromoneyasia.com

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IFLR Indonesia ForumNegotiating the legal landscapeNovember 23, 2010 • The Fullerton Hotel, Singapore

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