FINANCIAL SERVICES AUTHORITY REGULATION

NUMBER 28 /POJK.04/2017

CONCERNING

DOCUMENT MAINTENANCE BY TRUSTEE

BY THE GRACE OF GOD ALMIGHTY

THE COMMISSIONERS' COUNCIL OF THE FINANCIAL SERVICES AUTHORITY,

Considering:
a. that with the enactment of Law Number 21 of 2011 concerning the Financial Services Authority, since December 31, 2012, the functions, duties, and authorities for regulating and supervising financial service activities in the capital market sector, including regulations regarding document maintenance by trustees, have shifted from the Capital Market Supervisory Agency and Financial Institutions to the Financial Services Authority;

b. that to provide clarity and certainty regarding regulations on document maintenance by trustees, existing capital market sector regulations concerning document maintenance by trustees issued prior to the establishment of the Financial Services Authority need to be converted into a Financial Services Authority Regulation;

c. that based on the considerations referred to in letters a and b, it is necessary to establish a Financial Services Authority Regulation concerning Document Maintenance by Trustee;

FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA
COPY

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);

DECIDING TO:
Establish: A FINANCIAL SERVICES AUTHORITY REGULATION CONCERNING DOCUMENT MAINTENANCE BY TRUSTEE.

CHAPTER I

GENERAL PROVISIONS

Article 1

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

1. Trustee is the party representing the interests of holders of debt-type securities.
2. Issuer is the party conducting a Public Offering.
3. Security is a negotiable instrument, namely debt acknowledgment instruments, commercial paper, shares, bonds, debt certificates, investment contract units, forward contracts over Securities, and any derivative of Securities.
4. Sukuk is a Sharia-compliant Security in the form of a certificate or proof of ownership having equal value and representing an indivisible or undivided share (syuyu'/undivided share) over its underlying assets.
5. Trusteeship Contract is an agreement between the Issuer and the Trustee in the context of issuing debt-type Securities and/or Sukuk, made in the form of a notarial deed.

CHAPTER II

DOCUMENT MAINTENANCE

Article 2

Every Trustee is required to administrate, store, and maintain records, books, data, and written information related to Issuers using the services of the Trustee.

Article 3

(1) Documents as referred to in Article 2 must be stored in a secure place separate from other bank activities and must be available at all times for the purposes of examination by the Financial Services Authority. (2) Documents as referred to in Article 2 must be stored for a minimum period of 5 (five) years from the date when all obligations of the Issuer towards holders of debt-type Securities and/or Sukuk have been fulfilled.

CHAPTER III

SANCTION PROVISIONS

Article 4

(1) Without prejudice to criminal provisions in the capital market sector, the Financial Services Authority has the authority to impose administrative sanctions on any party committing violations of the provisions of this Financial Services Authority Regulation, including parties causing the violation to occur, in the form of:
a. written warning; b. fine, which is 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.
(2) Administrative sanctions as referred to in paragraph (1) letters b, c, d, e, f, or g may be imposed with or without being preceded by the imposition of an administrative sanction in the form of a written warning as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of a fine as referred to in paragraph (1) letter b may be imposed separately or together with the imposition of administrative sanctions as referred to in paragraph (1) letters c, d, e, f, or g.

Article 5

In addition to administrative sanctions as referred to in Article 4 paragraph (1), the Financial Services Authority may take specific actions against any party committing violations of the provisions of this Financial Services Authority Regulation.

Article 6

The Financial Services Authority may announce the imposition of administrative sanctions as referred to in Article 4 paragraph (1) and specific actions as referred to in Article 5 to the public.

CHAPTER IV

CLOSING PROVISIONS

Article 7

Upon the commencement of this Financial Services Authority Regulation, the Decision of the Chairman of the Capital Market Supervisory Agency Number Kep-78/PM/1996 concerning Document Maintenance by Trustee, along with Regulation Number X.I.2 which is its attachment, are repealed and declared invalid.

This copy corresponds to the original
Director of Law 1
Legal Department signed
Yuliana

Article 8

This Financial Services Authority Regulation shall come into force upon the date of its promulgation.
To ensure everyone knows it, the promulgation of this Financial Services Authority Regulation is ordered by placing it in the State Gazette of the Republic of Indonesia.

Established in Jakarta on June 21, 2017
CHAIRMAN OF THE COMMISSIONERS' COUNCIL
OF THE FINANCIAL SERVICES AUTHORITY, signed
MULIAMAN D. HADAD

Promulgated in Jakarta on June 22, 2017
MINISTER OF LAW AND HUMAN RIGHTS
REPUBLIC OF INDONESIA, signed
YASONNA H. LAOLY
STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2017 NUMBER 128

EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
NUMBER 28 /POJK.04/2017
CONCERNING
DOCUMENT MAINTENANCE BY TRUSTEE

I. GENERAL
That since December 31, 2012, the functions, duties, and authorities for regulating and supervising financial service 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 connection with 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 Regulations related to the capital market sector into Financial Services Authority Regulations. This reorganization is carried out so that there are Financial Services Authority Regulations related to the capital market sector that are consistent with Financial Services Authority Regulations in other sectors.

Based on the background thinking and aspects mentioned, it is necessary to replace the existing capital market sector regulations governing document maintenance by Trustees, namely the Decision of the Chairman of the Capital Market Supervisory Agency Number Kep-78/PM/1996 concerning Document Maintenance by Trustee, along with Regulation Number X.I.2 which is its attachment, with a Financial Services Authority Regulation concerning Document Maintenance by Trustee.

II. ARTICLE BY ARTICLE

Article 1
It is clear enough.

Article 2
Records, books, data, and written information that must be administrated, stored, and maintained include among others:
a. Trusteeship Contract; b. contracts related to the provision of guarantees and proof of ownership or control over pledged assets;
c. records, minutes, and/or reports regarding the quantity and type of debt-type Securities and/or Sukuk still circulating and those that have been settled;
d. records, minutes, and/or reports regarding the implementation of supervision over the Issuer, including actions taken by the Trustee due to non-compliance with the Trusteeship Contract requirements, such as non-payment of principal and interest, or violations of capital market sector regulations by the Issuer; e. records, minutes, and/or reports regarding general meetings of holders of debt-type Securities and/or Sukuk; f. records, minutes, and/or reports regarding the quantity and type of debt-type Securities and/or Sukuk that can be converted into shares; g. list of Issuers using the services of the Trustee; and h. Trustee operational manual book.

Article 3
It is clear enough.

Article 4
It is clear enough.

Article 5
What is meant by "specific actions" includes among others orders to copy or re-document damaged documents.

Article 6
It is clear enough.

Article 7
It is clear enough.

Article 8
It is clear enough.

SUPPLEMENT TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 6075