Financial Services Authority Regulation Number 10/POJK.04/2020 Concerning Reports by Securities Administration Offices, Issuers, and Public Companies That Administer Securities Themselves

COPY
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 10/POJK.04/2020
CONCERNING
REPORTS BY SECURITIES ADMINISTRATION OFFICES OR ISSUERS AND PUBLIC COMPANIES THAT ADMINISTER SECURITIES THEMSELVES

BY THE GRACE OF THE ALMIGHTY GOD,
THE COMMISSIONERS' COUNCIL OF THE FINANCIAL SERVICES AUTHORITY,

Considering:
a. that with the transfer of functions, duties, and authority for the regulation and supervision of financial services activities in the capital market sector, including regarding reports by securities administration offices or issuers and public companies that administer securities themselves, from the Capital Market Supervisory Agency and Financial Institutions to the Financial Services Authority; b. that to provide clarity and certainty regarding reports by securities administration offices or issuers and public companies that administer securities themselves, existing legal regulations in the capital market sector regarding such reports established prior to the formation of the Financial Services Authority need to be changed into a Financial Services Authority Regulation;

FINANCIAL SERVICES AUTHORITY
OF THE REPUBLIC OF INDONESIA

c. that based on the considerations referred to in letters a and b, it is necessary to establish a Financial Services Authority Regulation concerning Reports by Securities Administration Offices or Issuers and Public Companies that Administer Securities Themselves;

Recalling:

1. Law Number 8 of 1995 concerning Capital Markets (State Gazette of the Republic of Indonesia Year 1995 Number 64, Supplement to the State Gazette of the Republic of Indonesia Number 3608);
2. Law Number 21 of 2011 concerning the Financial Services Authority (State Gazette of the Republic of Indonesia Year 2011 Number 111, Supplement to the State Gazette of the Republic of Indonesia Number 5253);

DECIDES:

To Establish: A FINANCIAL SERVICES AUTHORITY REGULATION CONCERNING REPORTS BY SECURITIES ADMINISTRATION OFFICES OR ISSUERS AND PUBLIC COMPANIES THAT ADMINISTER SECURITIES THEMSELVES.

CHAPTER I
GENERAL PROVISIONS

Article 1
In this Financial Services Authority Regulation:

1. Securities means securities instruments, namely debt acknowledgment instruments, commercial paper, shares, bonds, debt certificates, Investment Contract Units, futures contracts over Securities, and any derivatives of Securities.
2. Party means an individual, company, joint venture, association, or organized group.
3. Issuer means a Party that conducts a Public Offering.
4. Securities Administration Office means a Party that, based on a contract with the Issuer, executes the recording of Securities ownership and distribution of rights related to Securities.
5. Limited Liability Company, hereinafter referred to as the Company, is a legal entity that is a capital partnership, established based on an agreement, conducting business activities with basic capital entirely divided into shares and meeting the requirements established in the Law concerning Limited Liability Companies and its implementing regulations.
6. Public Company means a Company whose shares are owned by at least 300 (three hundred) shareholders and has paid-up capital of at least Rp3,000,000,000.00 (three billion rupiah) or a number of shareholders and paid-up capital established by Government Regulation.

CHAPTER II
REPORTING OBLIGATIONS

Article 2
Securities Administration Offices are obligated to submit reports to the Financial Services Authority in printed form and in electronic form.

Article 3
(1) In the event that a Securities Administration Office submits reports in printed form, the reports must be submitted to the Financial Services Authority in original form. (2) Reports as referred to in paragraph (1) include at least:
a. annual operational reports that have been examined by a public accountant registered with the Financial Services Authority using the format for the Annual Operational Report of Securities Administration Offices, Issuers, and/or Public Companies that Administer Securities Themselves contained in the Appendix which is an integral part of this Financial Services Authority Regulation, covering:

1. registration activities;
2. registration of ownership of 5% (five percent) or more of the Issuer's or Public Company's shares;
3. composition of security holders based on holder status;
4. composition of security denominations; and
5. distribution of Securities;
   b. annual financial reports of the Securities Administration Office that have been audited by a public accountant registered with the Financial Services Authority;
   c. important event reports; and
   d. monthly reports on share ownership of the Issuer or Public Company and recapitulations that have been reported, using the format for the Monthly Report on Share Ownership of Issuers or Public Companies and Recapitulations that Have Been Reported contained in the Appendix which is an integral part of this Financial Services Authority Regulation.

Article 4
(1) Securities Administration Offices are obligated to submit annual operational reports as referred to in Article 3 paragraph (2) letter a and annual financial reports as referred to in Article 3 paragraph (2) letter b to the Financial Services Authority no later than the end of the third month after the date of the annual financial report. (2) Securities Administration Offices are obligated to submit important event reports as referred to in Article 3 paragraph (2) letter c to the Financial Services Authority no later than 7 (seven) working days after the date the important event occurred. (3) Securities Administration Offices are obligated to submit monthly reports on share ownership of the Issuer or Public Company and recapitulations that have been reported as referred to in Article 3 paragraph (2) letter d to the Financial Services Authority no later than the 10th day of the following month.

Article 5
In the event that the submission deadline for reports as referred to in Article 4 paragraph (1) and Article 4 paragraph (3) falls on a holiday, the reports must be submitted no later than the next working day.

Article 6
In the event that the public accountant provides an opinion other than a clean opinion (unqualified opinion) on the reports as referred to in Article 3 paragraph (2) letter b, the Financial Services Authority may summon the board of directors and/or conduct examinations of the Securities Administration Office to obtain further information.

Article 7
In addition to the obligation to submit reports as referred to in Article 3, Securities Administration Offices are obligated to submit reports to the Financial Services Authority in electronic form through the electronic reporting system established by the Financial Services Authority, covering:
a. investor data, which includes:

1. investor administration code;
2. name;
3. place of birth/incorporation;
4. date of birth/incorporation;
5. identity number;
6. domicile;
7. nationality for individual investors;
8. investor type as individual or institutional; and
9. business type, for institutional investors;
   b. ownership data of Securities for each Investor, which includes:
10. investor administration code;
11. Security code;
12. number of Securities; and
13. date of ownership recording in the Register of Security Holders;
    c. data on changes in ownership of Securities in physical form, which includes:
14. investor administration code;
15. date of ownership recording in the Register of Security Holders;
16. reference number;
17. Security code;
18. number of Securities;
19. counterparty investor administration code; and
20. notes; and
    d. data on reports of share ownership of the Issuer or Public Company by members of the board of directors and members of the board of commissioners of the relevant Issuer or Public Company along with their families, which includes:
21. name;
22. investor administration code and/or sub-account number for Securities at the depository and settlement institution;
23. Security code;
24. relationship with the Issuer or Public Company: member of the board of directors, member of the board of commissioners, and/or family of the board of directors or board of commissioners members; and
25. date of change in share ownership.

Article 8
(1) Securities Administration Offices are obligated to submit reports on changes in investor data as referred to in Article 7 letter a to the Financial Services Authority no later than the next working day since the change occurred. (2) Securities Administration Offices are obligated to submit reports on ownership data of Securities for each investor as referred to in Article 7 letter b every day on the next working day. (3) Securities Administration Offices are obligated to submit reports on data regarding changes in ownership of Securities in physical form as referred to in Article 7 letter c no later than the next working day after the Securities Administration Office receives the report on changes in ownership of Securities by the investor. (4) Securities Administration Offices are obligated to submit reports on data regarding share ownership of the Issuer or Public Company by members of the board of directors and board of commissioners of the relevant Issuer or Public Company along with their families as referred to in Article 7 letter d no later than the next working day after the Securities Administration Office receives data on changes in ownership of Securities by members of the board of directors and board of commissioners of the relevant Issuer or Public Company along with their families.

Article 9
(1) Issuers and Public Companies that administer Securities themselves are obligated to submit:
a. reports as referred to in Article 3 paragraph (2), except Article 3 paragraph (2) letter b; and b. data as referred to in Article 7 letter a, letter b, letter c, and letter d, to the Financial Services Authority through the electronic reporting system. (2) Provisions as regulated in Article 4, Article 5, and Article 8 apply to Issuers and Public Companies that administer Securities themselves.

CHAPTER III
OTHER PROVISIONS

Article 10
(1) In the event that the Financial Services Authority has provided an electronic system, reports by Securities Administration Offices as referred to in Article 3 paragraph (1) must be submitted through the electronic system. (2) In the event that the electronic system as referred to in paragraph (1) experiences technical disturbances or force majeure occurs, reports by Securities Administration Offices as referred to in Article 3 can be submitted in printed document form.

CHAPTER IV
ADMINISTRATIVE SANCTIONS

Article 11
(1) Every Party that violates provisions as referred to in Article 2, Article 3, Article 4, Article 5, Article 7, Article 8, and Article 9 shall be subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties that cause the violation as referred to in paragraph (1). (3) Sanctions as referred to in paragraph (1) and paragraph (2) are imposed by the Financial Services Authority. (4) Administrative sanctions as referred to in paragraph (1) include:
a. written warning; b. fine, namely the obligation to pay a certain amount of money;
c. restriction of business activities;
d. suspension of business activities; e. revocation of business license; f. cancellation of approval; and/or g. cancellation of registration. (5) Administrative sanctions as referred to in paragraph (4) letters b, c, d, e, f, or g may be imposed with or without prior imposition of administrative sanctions in the form of a written warning as referred to in paragraph (4) letter a. (6) Administrative sanctions in the form of a fine as referred to in paragraph (4) letter b may be imposed separately or together with the imposition of administrative sanctions as referred to in paragraph (4) letters c, d, e, f, or g. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with existing legal regulations.

Article 12
In addition to administrative sanctions as referred to in Article 11 paragraph (4), the Financial Services Authority may take specific actions against every Party that violates the provisions of this Financial Services Authority Regulation.

Article 13
The Financial Services Authority may announce the imposition of administrative sanctions as referred to in Article 11 paragraph (4) and specific actions as referred to in Article 12 to the public.

CHAPTER V
CLOSING PROVISIONS

Article 14
Upon the effective date of this Financial Services Authority Regulation, the Decision of the Chairman of Bapepam and Financial Institutions Number Kep-669/BL/2012 concerning Reports by Securities Administration Offices or Issuers and Public Companies that Administer Securities Themselves, along with Regulation Number X.H.1 which is its appendix, is revoked and declared invalid.

This copy is consistent with the original
Deputy Director of Legal Consultation and
Banking Regulation Harmonization 1
Legal Directorate 1
Legal Department signed
Wiwit Puspasari

Article 15
This Financial Services Authority Regulation takes effect on the date of enactment.
To ensure that everyone knows it, ordering the enactment of this Financial Services Authority Regulation by placing it in the State Gazette of the Republic of Indonesia.

Established in Jakarta on 17 February 2020
CHAIRMAN OF THE COMMISSIONERS' COUNCIL
FINANCIAL SERVICES AUTHORITY
OF THE REPUBLIC OF INDONESIA, signed
WIMBOH SANTOSO

Enacted in Jakarta on 19 February 2020
MINISTER OF LAW AND HUMAN RIGHTS
OF THE REPUBLIC OF INDONESIA, signed
YASONNA H. LAOLY

STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2020 NUMBER 54

EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 10/POJK.04/2020
CONCERNING
REPORTS BY SECURITIES ADMINISTRATION OFFICES OR ISSUERS AND PUBLIC COMPANIES THAT ADMINISTER SECURITIES THEMSELVES

I. GENERAL

That since December 31, 2012, the functions, duties, and authority for the regulation and supervision of financial services activities in the capital market, insurance, pension funds, financing institutions, and other financial service institutions have transferred from the Minister of Finance and the Capital Market Supervisory Agency and Financial Institutions to the Financial Services Authority. In light of the above, it is necessary to reorganize the existing regulation structure, particularly those related to the capital market sector, by converting Capital Market Supervisory Agency regulations related to the capital market sector into Financial Services Authority Regulations. This reorganization is conducted so that Financial Services Authority regulations related to the capital market sector are aligned with Financial Services Authority regulations in other sectors. Based on the background and aspects mentioned above, it is necessary to replace existing legal regulations in the capital market sector regulating reports by Securities Administration Offices or Issuers and Public Companies that administer Securities themselves, namely the Decision of the Chairman of the Capital Market Supervisory Agency Number Kep-669/BL/2012 dated December 13, 2012 concerning Reports by Securities Administration Offices or Issuers and Public Companies that Administer Securities Themselves, along with Regulation Number X.H.1 which is its appendix, into a Financial Services Authority Regulation concerning Reports by Securities Administration Offices or Issuers and Public Companies that Administer Securities Themselves.

II. ARTICLE BY ARTICLE

Article 1
Sufficiently clear.

Article 2
Sufficiently clear.

Article 3
Paragraph (1)
Letter a
Sufficiently clear.

Letter b
Sufficiently clear.

Letter c
Important event reports that must be reported to the Financial Services Authority include among others:

1. results of the General Meeting of Shareholders of the Securities Administration Office;
2. changes to the articles of association of the Securities Administration Office;
3. reports on lost physical securities and their handling; and/or
4. reports of complaints, claims, or lawsuits by investors regarding rights attached to the Securities they own and their handling.

Letter d
Sufficiently clear.

Article 4
Sufficiently clear.

Article 5
Sufficiently clear.

Article 6
The term "opinion other than a clean opinion" includes among others: qualified opinion, disclaimer of opinion, and opinion with qualifications.

Article 7
Letter a
Sufficiently clear.

Letter b
Sufficiently clear.

Letter c
Sufficiently clear.

Letter d
The term "family" refers to relationships due to marriage and descent up to the second degree, both horizontally and vertically.

Article 8
Sufficiently clear.

Article 9
Paragraph (1)
The term "electronic reporting system" refers to the electronic reporting system as referred to in legal regulations in the capital market sector regulating the electronic reporting system.

Paragraph (2)
Sufficiently clear.

Article 10
Sufficiently clear.

Article 11
Sufficiently clear.

Article 12
The term "specific actions" includes among others prohibiting Securities Administration Offices from accepting new users (clients).

Article 13
Sufficiently clear.

Article 14
Sufficiently clear.

Article 15
Sufficiently clear.

SUPPLEMENT TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 6471

APPENDIX
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 10/POJK.04/2020
CONCERNING
REPORTS BY SECURITIES ADMINISTRATION OFFICES OR ISSUERS AND PUBLIC COMPANIES THAT ADMINISTER SECURITIES THEMSELVES

ANNUAL OPERATIONAL REPORT
ISSUERS AND PUBLIC COMPANIES THAT ADMINISTER SECURITIES THEMSELVES

Name of Issuer or Public Company: …………….
Name of Securities Administration Office: …………….
Year: …………….

1. Registration activities, including information:
   No. Activity Name
   Previous Current Change
   Number of Sheets Unit (lot) Number of Sheets Unit (lot) (Up/Down) I II III Ownership A. Foreign Investors; B. National Investors; and
   C. 5% of Paid-up Capital
   Mutation changes
   A. Transfer of Rights;
   B. Splitting; and
   C. Mergers.
   Others
   A. Request for Replacement of Lost Shares
   B. Issuance of Replacement Shares
   C. Lawsuits for Dividends/Bonuses/Rights
   etc.
   D. Settlement of Lawsuits

2. Registration of ownership of 5% (five percent) or more of the Issuer's or Public Company's shares, including information:
   No. Name Address Country Status (Foreign/National) Registration Date Number of Shares Owned % TOTAL

3. Information on Composition of Security Holders (SH) at year-end, including:
   No. Holder Status
   Ownership Within Standard
   Trading Unit
   Ownership Not Within Standard
   Trading Unit
   Total
   No. of SH No. of Securities %
   Ownership
   No. of SH No. of Securities %
   Ownership
   No. of SH No. of Securities %
   Ownership

National Investors
Indonesian Individuals
Foundations Pension Funds
Insurance
Limited Liability Companies
Others
SUB TOTAL
1.
2.
3.
Foreign Investors
Foreign Individuals
Foreign Business Entities
Others
SUB TOTAL
TOTAL

4. Information on composition of security denominations, including information:
   No. Denomination Collective Share Units (SSK) Number of Collective Share Units (SSK) Number of Securities TOTAL

5. Information on distribution of Securities, including information:
   No. Region
   Number of Shareholders
   No. Region
   Number of Securities
   %
   Individuals
   National
   Institutions/
   Business
   Entities
   National
   Individuals
   Foreign
   Institutions/
   Business
   Entities
   Foreign
   Others
   Total
   Individuals
   National
   Institutions/
   Business
   Entities
   National
   Individuals
   Foreign
   Institutions/
   Business
   Entities
   Foreign
   Others
   Total
   TOTAL PERCENTAGE

MONTHLY REPORT ON SHARE OWNERSHIP OF ISSUERS OR PUBLIC COMPANIES AND RECAPITULATIONS THAT HAVE BEEN REPORTED

Name of Issuer or Public Company: ……………. Tax ID (NPWP):
Name of Securities Administration Office: …………….
Year: …………….

End of Month Position Total Results
(That Meet Requirements)
Month
CAPITAL
Shareholders with Ownership
≥5%
Shareholders with Ownership
<5%
This Month Total Until the Current Month
Basic
(Number of Shares)
Paid-up
(Number of Shares)
Number of Shareholders
Number of Shares
% Ownership
Shares
Number of Shareholders
Number of Shares
% Ownership
Shares
1 2 3 4 5 6 7 8 9 10 11
January
February
March
April
May
June
July
August
September
October

This copy is consistent with the original
Deputy Director of Legal Consultation and
Banking Regulation Harmonization 1
Legal Directorate 1
Legal Department signed
Wiwit Puspasari
November
December
(city name, date/month/year)
PT......(BAE/Issuer/PC)
....................................
(Full Name and Position)

Notes:
*) : filled with the reported month
) : 1. Number of shareholders with share ownership <5% is at least 300 Parties;
2. Percentage of share ownership <5% is 40% or more of the total paid-up shares.
In addition to data for the reported month, data that has been reported is also included.

Established in Jakarta on 17 February 2020
CHAIRMAN OF THE COMMISSIONERS' COUNCIL
FINANCIAL SERVICES AUTHORITY
OF THE REPUBLIC OF INDONESIA, signed
WIMBOH SANTOSO