TAXES
LAW
3
M&A
The Financial Services Authority (
OJK – Otoritas Jasa Keuangan
)
recently issued Regulation No. 74/POJK, 04/2016 on Mergers
and Consolidations Involving Publicly-Listed Companies.
This regulation adds five documents that must be included in
any merger or consolidation process proposal (M/C) made
to the Financial Services Authority. The following documents
and information are additionally required since the regulation
came into effect on 28 December 2016: 1) Business activities,
capital and shareholder structures, and information relating to
management and supervision; 2) Summary of an assessment
undertaken by assessors relating to share value and auditing
opinions as regards the M/C; 3) Future business plans after the
M/C; 4) Information relating to any new controlling shareholders;
and 5) Management analysis and discussion of the companies
which will undertake the M/C.
Furthermore, the new regulation provides that after an M/C
has been approved by the Financial Services Authority,
Public Companies are required to hold a General Meeting of
Shareholders. This meeting is required to secure shareholders’
approval in regard to the M/C. In this context special attention
is being paid to any transactions which involve any conflicts
New Requirements for Mergers and Consolidation Proposals
of interests. Please note that where the General Meeting of
Shareholders rejects the M/C, a new proposal may only be
submitted to the General Meeting of Shareholders after a
12-month period has elapsed, making a solid preparation of
the General Meeting of Shareholders even more important than
before.
Dr. Mario Feuerstein, MBA
Partner
+68 21 6219 8370
Schulz Noack Bärwinkel
Schulz Noack Bärwinkel (SNB) is a German law firm based in Hamburg,
which was established in 1929. Over the years we developed a strong
focus on the Asian markets, especially China, Vietnam and Indonesia.
Today SNB maintains offices in China and Southeast Asia with an
international team led by highly experienced German attorneys.
Through our partnership with a leading Indonesian commercial
and corporate law firm, we provide our clients with high quality legal
services.
Our team consists of German-speaking attorneys with substantial
Asia experience and language skills, combined with a thorough
understanding of the Indonesian business environment.
Schulz Noack Bärwinkel
German Attorneys-at-Law
SITC, Suite 2302
2201 Yan An Road (West)
200336 Shanghai – China
Phone : +86 21 6219 8370
Email
:
Website :
