FINANCIAL SERVICES AUTHORITY

REPUBLIC OF INDONESIA

COPY

FINANCIAL SERVICES AUTHORITY REGULATION

REPUBLIC OF INDONESIA

NUMBER 26 /POJK.04/2020

CONCERNING

OFFERINGS THAT ARE NOT PUBLIC OFFERINGS

BY THE GRACE OF GOD ALMIGHTY

THE COMMISSIONERS COUNCIL OF THE FINANCIAL SERVICES AUTHORITY,

Considering: a. that with the shift of functions, duties, and authority for the regulation and supervision of financial services activities in the capital market sector, including regarding offerings that are not public offerings, from the Capital Market Supervisory Agency and Financial Institutions to the Financial Services Authority;

b. that to provide clarity and certainty regarding offerings that are not public offerings, existing legislation in the capital market sector concerning offerings that are not public offerings issued prior to the establishment of the Financial Services Authority needs to be changed into a Financial Services Authority Regulation;

c. that based on considerations as referred to in letters a and b, it is necessary to establish a Financial Services Authority Regulation concerning Offerings That Are Not Public Offerings;

Recalling: 1. Law Number 8 of 1995 concerning the Capital Market (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:

Establishes: A FINANCIAL SERVICES AUTHORITY REGULATION CONCERNING OFFERINGS THAT ARE NOT PUBLIC OFFERINGS.

CHAPTER I

GENERAL PROVISIONS

Article 1

In this Financial Services Authority Regulation, the following terms are defined as:

1. Offering is an invitation, whether direct or indirect, express or implied, to carry out a specific transaction.

2. Securities are negotiable instruments, namely debt acknowledgment instruments, commercial paper, shares, bonds, debt certificates, Participation Units of collective investment contracts, forward contracts over Securities, and every derivative of Securities.

3. Securities Offering is all offers to sell or give the opportunity to buy Securities that occur within a time period separate from the previous or next Securities Offering, within a maximum period of 12 (twelve) months.

4. Public Offering is a securities offering activity conducted by an Issuer to sell Securities to the public according to procedures regulated in the Law concerning the Capital Market and its implementing regulations.

5. Party is an individual, company, joint venture, association, or organized group.

6. Total Value of Offering is the amount of money and value of services, assets, debt instruments, debt compensation, or other remuneration that will be received by the Party making the offer in connection with the Securities Offering.

7. Mass media are newspapers, magazines, films, television, radio, and other electronic media, as well as letters, brochures, and other printed items distributed to more than 100 (one hundred) Parties.

CHAPTER II

SECURITIES OFFERINGS

Article 2

Every Securities Offering that uses mass media is considered as an offering to more than 100 (one hundred) Parties.

Article 3

A Securities Offering is not considered a Public Offering as referred to in the Law concerning the Capital Market, if the Total Value of Offering is less than Rp1,000,000,000.00 (one billion rupiah).

CHAPTER III

CLOSING PROVISIONS

Article 4

At the time this Financial Services Authority Regulation comes into force, the Decision of the Head of the Capital Market Supervisory Agency Number Kep-46/PM/1996 concerning Offerings That Are Not Public Offerings, along with Regulation Number IX.A.5 which is its attachment, is repealed and declared invalid.

Article 5

This Financial Services Authority Regulation comes into force on the date of its promulgation.

This copy corresponds to the original
Deputy Director of Legal Consultancy and
Harmonization of Banking Regulations 1
Legal Directorate 1
Department of Law signed
Wiwit Puspasari

For everyone to know, ordering the promulgation of this Financial Services Authority Regulation by placing it in the State Gazette of the Republic of Indonesia.

Established in Jakarta on April 22, 2020
CHAIRMAN OF THE COMMISSIONERS COUNCIL
FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA, signed
WIMBOH SANTOSO

Promulgated in Jakarta on April 23, 2020
MINISTER OF LAW AND HUMAN RIGHTS
REPUBLIC OF INDONESIA, signed
YASONNA H. LAOLY

STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2020 NUMBER 116

EXPLANATION
OF
THE FINANCIAL SERVICES AUTHORITY REGULATION
REPUBLIC OF INDONESIA
NUMBER 26 /POJK.04/2020
CONCERNING
OFFERINGS THAT ARE NOT PUBLIC OFFERINGS

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 shifted from the Minister of Finance and the Capital Market Supervisory Agency and Financial Institutions to the Financial Services Authority.

In relation to the above, it is necessary to reorganize the existing regulatory structure, particularly those related to the capital market sector, by converting Capital Market Supervisory Agency and Financial Institutions regulations related to the capital market sector into Financial Services Authority Regulations. This reorganization is carried out 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 thinking and aspects thereof, it is necessary to replace the legislative provisions in the capital market sector regulating offerings that are not public offerings, namely the Decision of the Head of the Capital Market Supervisory Agency Number Kep-46/PM/1996 concerning Offerings That Are Not Public Offerings, along with Regulation Number IX.A.5 which is its attachment, into a Financial Services Authority Regulation concerning Offerings That Are Not Public Offerings.

II. ARTICLE BY ARTICLE
Article 1
Clearly sufficient.

Article 2
Clearly sufficient.

Article 3
Clearly sufficient.

Article 4
Clearly sufficient.

Article 5
Clearly sufficient.

SUPPLEMENT TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 6502