Issuance of Debt-Related Securities and/or Sukuk Conducted Without a Public Offering

COPY
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 30 /POJK.04/2019
CONCERNING
THE ISSUANCE OF DEBT-RELATED SECURITIES AND/OR SUKUK CONDUCTED WITHOUT A PUBLIC OFFERING BY THE GRACE OF THE ALMIGHTY GOD THE BOARD OF COMMISSIONERS OF THE FINANCIAL SERVICES AUTHORITY, Considering:
a. that to organize the financial services sector in an orderly, fair, transparent, and accountable manner, and to realize a financial system that grows sustainably and stably, while capable of protecting the interests of consumers and the public, it is necessary to support this with regulations regarding all activities within the financial services sector; b. that there are currently no regulations and supervision over the practice of issuing debt-related securities and/or Sukuk conducted without a public offering;
c. that to provide legal certainty and protection for consumers and the public, it is necessary to regulate the issuance of debt-related securities and/or Sukuk conducted without a public offering;
d. that based on the considerations referred to in letters a, b, and c, FINANCIAL SERVICES AUTHORITY OF THE REPUBLIC OF INDONESIA it is necessary to enact a Financial Services Authority Regulation concerning the Issuance of Debt-Related Securities and/or Sukuk Conducted Without a Public Offering; 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:
   Decree: FINANCIAL SERVICES AUTHABILITY REGULATION CONCERNING THE ISSUANCE OF DEBT-RELATED SECURITIES AND/OR SUKUK CONDUCTED WITHOUT A PUBLIC OFFERING.

CHAPTER I
GENERAL PROVISIONS
Article 1
In this Financial Services Authority Regulation, the following definitions apply:

1. Securities are negotiable instruments, namely debt acknowledgment instruments, commercial paper, stocks, bonds, debt certificates, Unit Shares of collective investment contracts, futures contracts over Securities, and any derivatives of Securities.
2. Sukuk are Shariah-compliant Securities in the form of certificates or proof of ownership that have equal value and represent indivisible or undivided (syuyu’/undivided share) portions of the underlying assets.
3. Public Offering is the activity of offering Securities conducted by an Issuer to sell Securities to the public based on procedures regulated in the Capital Markets Law and its implementing regulations.
4. Debt-Related Securities and/or Sukuk Without Public Offering, hereinafter referred to as EBUS Without Public Offering, are debt-related securities and/or Sukuk issued without going through a Public Offering mechanism and meeting established criteria.
5. Issuer is the party conducting a Public Offering.
6. Public Company is a Corporation whose shares are owned by at least 300 (three hundred) shareholders and have paid-up capital of at least IDR 3,000,000,000.00 (three billion rupiah) or a number of shareholders and paid-up capital determined by Government Regulation.
7. Publisher is the party issuing EBUS Without Public Offering.
8. Phased Issuance of EBUS Without Public Offering, hereinafter referred to as Phased Issuance, is the activity of issuing EBUS Without Public Offering conducted in phases.
9. Professional Investor is a party having the ability to purchase Securities and conduct risk analysis on investments in such Securities as referred to in the Financial Services Authority Regulation concerning Public Offering of Debt-Related Securities and/or Sukuk to Professional Investors.
10. Publication Manager is the party assisting the Publisher in the process of issuing EBUS Without Public Offering.
11. Monitoring Agent is the party conducting monitoring of the Publisher's obligations regarding EBUS Without Public Offering from the issuance of EBUS Without Public Offering until its maturity.
12. Affiliation is:
    a. family relationships due to marriage and descent up to the second degree, both horizontally and vertically; b. relationships between a party and its employees, directors, or commissioners;
    c. relationships between 2 (two) companies where there is one or more members of the board of directors or board of commissioners that are the same;
    d. relationships between a company and a party, directly or indirectly, controlling or controlled by such company; e. relationships between 2 (two) companies controlled, directly or indirectly, by the same party; or f. relationships between a company and major shareholders.

Article 2
(1) Parties intending to issue EBUS Without Public Offering must fulfill the provisions regulated in this Financial Services Authority Regulation.
(2) In the event that there are provisions of legislation in specific sectors or industries regulating the issuance of EBUS Without Public Offering, the parties referred to in paragraph (1) must fulfill the legislation provisions in such sectors or industries.

CHAPTER II
CRITERIA FOR EBUS WITHOUT PUBLIC OFFERING
Article 3
EBUS Without Public Offering includes debt-related securities and/or Sukuk meeting the following criteria:
a. having a maturity of more than 1 (one) year, with an issuance value of at least IDR 1,000,000,000.00 (one billion rupiah) or less than IDR 1,000,000,000.00 (one billion rupiah) where the issuance is conducted multiple times so that within a period of 1 (one) year it reaches a value of at least IDR 1,000,000,000.00 (one billion rupiah); or b. having a maturity of not more than 1 (one) year that is not supervised by other authorities, with an issuance value of at least IDR 1,000,000,000.00 (one billion rupiah) or less than IDR 1,000,000,000.00 (one billion rupiah) where the issuance is conducted multiple times so that within a period of 1 (one) year it reaches a value of at least IDR 1,000,000,000.00 (one billion rupiah).

Article 4
(1) EBUS Without Public Offering must meet the following provisions:
a. issued in uncertificated form and stored in collective custody at a depository and clearing institution; b. rated or guaranteed/covered by a guarantee/collateral worth at least 100% (one hundred percent) of the nominal value of EBUS Without Public Offering, if issued by parties other than Issuers or Public Companies;
c. can only be repurchased after 1 (one) year from the issuance date or distribution date of EBUS Without Public Offering; and
d. the book-entry unit of EBUS Without Public Offering is at least IDR 25,000,000.00 (twenty-five million rupiah) or its multiples, and the number of holders of EBUS Without Public Offering does not exceed 49 (forty-nine) parties.

(2) The time period between the date of the rating result of EBUS Without Public Offering issued by:
a. parties other than Issuers or Public Companies; and b. Issuers or Public Companies, if EBUS Without Public Offering issued by Issuers or Public Companies is rated, and the date of submission of all complete issuance documents of EBUS Without Public Offering to the Financial Services Authority must be at most 1 (one) year.

(3) Rating of EBUS Without Public Offering issued by:
a. parties other than Issuers or Public Companies; and b. Issuers or Public Companies, if EBUS Without Public Offering issued by Issuers or Public Companies is rated, must be conducted by a securities rating company that has obtained a business license from the Financial Services Authority, except for ratings on EBUS Without Public Offering issued by supranational institutions, which may be conducted by international rating agencies.

Article 5
(1) Under certain conditions, the Publisher must conduct the repurchase of EBUS Without Public Offering.
(2) The obligation to repurchase EBUS Without Public Offering as referred to in paragraph (1) also applies to EBUS Without Public Offering that has not yet reached 1 (one) year from the issuance date or distribution date of EBUS Without Public Offering as referred to in Article 4 paragraph (1) letter c. (3) The repurchase of EBUS Without Public Offering as referred to in paragraph (1) must first be approved by the general meeting of holders of EBUS Without Public Offering. (4) The procedures and mechanisms for implementing the general meeting of holders of EBUS Without Public Offering as referred to in paragraph (3) must be included in the agreement regarding the issuance of EBUS Without Public Offering.

CHAPTER III
PUBLISHERS AND PURCHASERS OF EBUS WITHOUT PUBLIC OFFERING
Article 6
Publishers must be:
a. Issuers or Public Companies; b. business entities or legal entities in Indonesia other than parties referred to in letter a;
c. supranational institutions; or
d. collective investment contracts that can issue debt-related securities and/or Sukuk in accordance with capital markets sector legislation provisions.

Article 7
EBUS Without Public Offering is prohibited from being sold to parties other than Professional Investors.

Article 8
(1) Parties intending to purchase EBUS Without Public Offering must declare that they have met the criteria as Professional Investors to:
a. the Publisher; or b. the Publication Manager for Publishers using a Publication Manager.

(2) The Professional Investor declaration as referred to in paragraph (1) becomes an inseparable part of the EBUS Without Public Offering order form.

(3) The Publisher or Publication Manager must use information from the declaration made by the Professional Investor to ensure that the party purchasing EBUS Without Public Offering meets the criteria for Professional Investors for the purpose of purchasing Securities, unless it is known and supported by adequate evidence that the declaration is untrue.

Article 9
(1) In the event that trading of EBUS Without Public Offering is conducted by or through a Securities Broker, the Securities Broker must ensure that the purchaser of such Securities is a Professional Investor. (2) In the event that trading of EBUS Without Public Offering is conducted not through a Securities Broker, the Custodian must ensure that the purchaser of such Securities is a Professional Investor. (3) In the event that the purchaser of Securities is not a Professional Investor, the Securities Broker as referred to in paragraph (1) must reject the buy instruction. (4) In the event that the purchaser of Securities is not a Professional Investor, the Custodian as referred to in paragraph (2) must reject the book-entry instruction.

CHAPTER IV
PUBLICATION MANAGERS AND MONITORING AGENTS
First Section
Publication Manager
Article 10
(1) The issuance of EBUS Without Public Offering must use a Publication Manager, except for EBUS Without Public Offering issued by:
a. Issuers or Public Companies; b. collective investment contracts; or
c. other parties issuing EBUS Without Public Offering only to mutual funds in the form of limited liability collective investment contracts.

(2) A Publication Manager must be a Securities Company having a business license as an underwriter of Securities issuance from the Financial Services Authority.

Article 11
A Publication Manager must perform at least the following duties:
a. assisting the Publisher in the process of issuing EBUS Without Public Offering; and b. ensuring that Professional Investors intending to purchase EBUS Without Public Offering have read the information memorandum and/or other documents related to information disclosure before declaring an order.

Second Section
Monitoring Agent
Article 12
(1) The issuance of EBUS Without Public Offering must use a Monitoring Agent, except for EBUS Without Public Offering issued by:
a. Issuers or Public Companies; b. collective investment contracts; or
c. other parties issuing EBUS Without Public Offering only to mutual funds in the form of limited liability collective investment contracts.

(2) In the event that an Issuer or Public Company issuing EBUS Without Public Offering no longer remains an Issuer or Public Company when the EBUS Without Public Offering issued by it has not yet matured, such Issuer or Public Company must use a Monitoring Agent.

(3) A Monitoring Agent must be a party registered as a trustee with the Financial Services Authority.

Article 13
(1) A Monitoring Agent must act independently in conducting monitoring activities for EBUS Without Public Offering.

(2) A Monitoring Agent is prohibited from:
a. having an Affiliation relationship with the Publisher, except for Affiliation relationships arising from government ownership or participation; b. receiving and requesting earlier settlement of the Publisher's obligations to the Monitoring Agent as a creditor in the event that the Publisher experiences financial difficulties, based on the Monitoring Agent's consideration, so that it is unable to fulfill its obligations to holders of EBUS Without Public Offering; and
c. concurrently serving as a guarantor and/or provider of collateral in the issuance of EBUS Without Public Offering, and/or the Publisher's obligations.

Article 14
A Monitoring Agent must perform at least the following duties:
a. monitoring the implementation of the Publisher's obligations based on agreements related to the interests of holders of EBUS Without Public Offering in accordance with the issuance conditions of EBUS Without Public Offering; b. notifying holders of EBUS Without Public Offering after the Monitoring Agent becomes aware that:
a. the Publisher has been negligent or violated provisions contained in the agreement, including the continuation of a negligence event; and/or b. a situation has occurred that may endanger the interests of holders of EBUS Without Public Offering where the Publisher is considered unable to fulfill its obligations to holders of EBUS Without Public Offering, or unable to manage or control most or all of its assets so that it materially has a negative impact on the operation of the Publisher's business;
c. analyzing and periodically monitoring the development of the Publisher's business management based on financial reports or other information related to the Publisher's business field submitted by the Publisher to the Monitoring Agent; and
d. providing all information if requested by the depository and clearing institution as the payment agent and the general meeting of holders of EBUS Without Public Offering regarding the implementation of its duties as a Monitoring Agent.

CHAPTER V
PROCEDURES AND STEPS FOR ISSUANCE OF EBUS WITHOUT PUBLIC OFFERING
Article 15
(1) Parties intending to issue EBUS Without Public Offering must submit EBUS Without Public Offering issuance documents to the Financial Services Authority.

(2) In the event that the issuance of EBUS Without Public Offering requires approval from the regulator competent to regulate its industry, the Publisher must obtain approval from such regulator prior to submitting the EBUS Without Public Offering issuance documents as referred to in paragraph (1).

(3) In the event that the issuance of EBUS Without Public Offering is conducted by Issuers, Public Companies, collective investment contracts, or parties issuing EBUS Without Public Offering only to mutual funds in the form of limited liability collective investment contracts, the EBUS Without Public Offering issuance documents as referred to in paragraph (1) must be submitted by the Publisher.

(4) In the event that the issuance of EBUS Without Public Offering is conducted by parties other than those referred to in paragraph (3), the EBUS Without Public Offering issuance documents as referred to in paragraph (1) must be submitted by the Publication Manager acting on behalf of and for the name of the Publisher.

(5) The EBUS Without Public Offering issuance documents as referred to in paragraph (1) must be submitted in printed form and electronic copies.

(6) EBUS Without Public Offering issuance documents submitted in electronic copy form must contain the same information as the EBUS Without Public Offering issuance documents submitted in printed form.

(7) In the event that the Financial Services Authority has provided an electronic system for submitting EBUS Without Public Offering documents, the submission of EBUS Without Public Offering issuance documents must be conducted through such electronic system.

(8) Further provisions regarding the electronic system for submitting EBUS Without Public Offering documents are determined by the Financial Services Authority.

Article 16
The issuance of EBUS Without Public Offering must be conducted within a period of up to 30 (thirty) days since the EBUS Without Public Offering issuance documents were submitted to the Financial Services Authority.

Article 17
(1) In the event that the Publisher intends to change the issuance documents before the issuance of EBUS Without Public Offering is implemented, all EBUS Without Public Offering issuance documents must be submitted again to the Financial Services Authority.

(2) The submission of all documents as referred to in paragraph (1) constitutes the resubmission of EBUS Without Public Offering issuance documents as referred to in Article 15 paragraph (1).

(3) The issuance of EBUS Without Public Offering as referred to in paragraph (1) must be conducted within a period of up to 30 (thirty) days since the resubmission of documents to the Financial Services Authority as referred to in paragraph (2).

CHAPTER VI
DOCUMENTS FOR ISSUANCE OF EBUS WITHOUT PUBLIC OFFERING AND INFORMATION MEMORANDUM First Section Documents for Issuance of EBUS Without Public Offering
Article 18
The documents for issuance of EBUS Without Public Offering as referred to in Article 15 must contain at least:
a. a cover letter regarding the issuance of EBUS Without Public Offering in accordance with the format of the Cover Letter for Submission of Documents in the Framework of Issuance of EBUS Without Public Offering contained in the Appendix which is an inseparable part of this Financial Services Authority Regulation; and b. an information memorandum.

Second Section
Information Memorandum
Article 19
(1) The information memorandum in the context of the issuance of EBUS Without Public Offering must contain detailed information or material facts regarding the issuance of EBUS Without Public Offering and information and/or statements that may influence investor decisions, which are known or should be known by the Publisher.

(2) The information memorandum is prohibited from containing untrue statements about material facts or failing to contain correct statements about material facts necessary so that the information memorandum does not provide a misleading picture.

(3) The information memorandum must be drafted in such a way that it is clear and communicative.

(4) The presentation and submission of important information in the information memorandum are prohibited from being obscured by less important information resulting in the important information being overlooked by readers.

(5) The disclosure of information or material facts and/or the use of photos, diagrams, and/or tables in the information memorandum is prohibited from providing a misleading picture.

(6) The disclosure of information or material facts in the information memorandum must be conducted clearly with emphasis appropriate to the business field or industry sector so that the information memorandum is not misleading.

(7) The Publisher must disclose all parts contained in the information memorandum and compile the information memorandum in the order regulated in this Financial Services Authority Regulation.

(8) The disclosure of all parts contained in the information memorandum as referred to in paragraph (7) may be excluded and/or adjusted with equivalent information, if such disclosure is not relevant or cannot be applied by the Publisher.

Article 20
The information memorandum as referred to in Article 18 letter b must contain at least:
a. the issuance date or distribution date of EBUS Without Public Offering; b. statements in the context of the issuance of EBUS Without Public Offering;
c. information regarding the Publisher;
d. information regarding the sponsor company in the event that the Publisher is a new legal entity formed by the sponsor company to issue EBUS Without Public Offering; e. information regarding the issuance of EBUS Without Public Offering; f. the use of funds obtained from the results of the issuance of EBUS Without Public Offering; g. summary of important financial data; h. management's analysis and discussion;
i. risk factors;
j. parties involved in the issuance of EBUS Without Public Offering; and k. the procedure for ordering EBUS Without Public Offering.

Article 21
The statements in the context of the issuance of EBUS Without Public Offering as referred to in Article 20 letter b must be contained in the information memorandum with the following provisions:
a. placed at the beginning of the information memorandum; and b. printed in capital letters that directly attract the reader's attention, stating as follows:

1. “THE FINANCIAL SERVICES AUTHORITY DOES NOT ISSUE A STATEMENT APPROVING OR DISAPPROVING THIS SECURITY, NOR DOES IT STATE THE TRUTH OR ADEQUACY OF THE CONTENT OF THIS INFORMATION MEMORANDUM. ANY STATEMENT CONTRARY TO THIS IS AN ILLEGAL ACT.”;
2. “THE PUBLISHER OF EBUS WITHOUT PUBLIC OFFERING IS FULLY RESPONSIBLE FOR THE TRUTH OF ALL INFORMATION, FACTS, DATA, OR REPORTS AND THE HONESTY OF OPINIONS CONTAINED IN THIS INFORMATION MEMORANDUM.”;
3. “THE ISSUANCE OF THIS SECURITY IS NOT A PUBLIC OFFERING AS MEANED IN THE CAPITAL MARKETS LAW AND IS PUBLISHED THROUGH A LIMITED OFFERING MECHANISM (PRIVATE PLACEMENT) TO PROFESSIONAL INVESTORS.”; and
4. “THIS SECURITY IS ONLY SOLD TO PROFESSIONAL INVESTORS.”.

Article 22
Information regarding the Publisher as referred to in Article 20 letter c must contain or disclose at least the following important information:
a. name, address, telephone, email address, and/or facsimile information; b. date of establishment and approval of establishment;
c. main business activities currently conducted, including descriptions of products and/or services produced, as well as business prospects;
d. capital structure and ownership structure or equivalent in the event that the Publisher is not a limited liability company; e. major shareholders, if there are major shareholders; f. Publisher's business group information, if the Publisher is part of a business group, presented in the form of a structure; g. management and supervision structure; and h. name of the contact person from the Publisher of EBUS Without Public Offering.

Article 23
Information regarding the sponsor company as referred to in Article 20 letter d must contain or disclose at least the following important information:
a. name, address, telephone, email address, and/or facsimile information; b. main business activities currently conducted;
c. capital structure and ownership structure or equivalent in the event that the sponsor company is not a limited liability company;
d. management and supervision structure; e. summary of important financial data for the last 3 (three) years; f. management's analysis and discussion; and g. risk factors.

Article 24
Information regarding the issuance of EBUS Without Public Offering as referred to in Article 20 letter e must contain or disclose at least the following important information:
a. details regarding the EBUS Without Public Offering offered, at least including:

1. type and maximum amount of issuance of Non-Public Offering Debt Securities;
2. mechanism for the transfer of Non-Public Offering Debt Securities, if Non-Public Offering Debt Securities are tradable;
3. book-entry units and/or trading units including limitations in conducting book-entry transfers, in the event that Non-Public Offering Debt Securities are tradable;
4. summary of the rights of holders of Non-Public Offering Debt Securities;
5. summary of the characteristics of Non-Public Offering Debt Securities that allow for early payment at the option of the Issuer or holder of Non-Public Offering Debt Securities;
6. requirements and/or restrictions on early payment of Non-Public Offering Debt Securities, in the event there are requirements and/or restrictions on early payment of Non-Public Offering Debt Securities;
7. offering price;
8. interest rate, yield, or other remuneration in the form of value or in the form of a range of interest rates, yields, or other remuneration;
9. date of payment of the principal amount or principal value that must be paid on that date;
10. date of payment of interest, yield, or other remuneration;
11. for Securities that can be converted into shares, including at least:
    a) description of conversion conditions including whether conversion rights will be lost if not exercised before the date disclosed in the repurchase announcement; and b) start date and end date of conversion;
12. summary of requirements regarding debt repayment funds, in the event there are debt repayment fund requirements; and
13. currency denomination of Non-Public Offering Debt Securities;
    b. assets serving as collateral for Non-Public Offering Debt Securities, in the event there are assets serving as collateral for Non-Public Offering Debt Securities;
    c. explanation of the portion of Non-Public Offering Debt Securities that is not guaranteed, in the event not all offered Non-Public Offering Debt Securities are guaranteed;
    d. information regarding guarantors of Non-Public Offering Debt Securities, in the event there are guarantors for Non-Public Offering Debt Securities; e. rating results of Non-Public Offering Debt Securities, in the event Non-Public Offering Debt Securities are rated; f. restrictions or prohibitions intended to protect holders of Non-Public Offering Debt Securities, in the event there are restrictions or prohibitions; g. existence or non-existence of conflict of interest situations between the Issuer and parties involved in the issuance of Non-Public Offering Debt Securities and mitigation actions to address them; h. information on previously issued and unpaid debt securities and/or Sukuk, in the event there are previously issued debt securities and/or Sukuk;
    i. information on approvals or permits from the competent regulator regarding the issuance of Non-Public Offering Debt Securities, in the event the competent regulator requires approval or permit;
    j. matters related to the seniority or priority rights of Non-Public Offering Debt Securities relatively compared to other outstanding obligations of the Issuer and additional obligations that may be created by the Issuer in the future, in the event there is seniority or priority rights, including at least:
    1. seniority level or priority rights of Non-Public Offering Debt Securities;
    2. total amount of Non-Public Offering Debt Securities having seniority or priority rights and limitations on issuing additional obligations with seniority or priority rights; and
    3. limitations on rights held by Non-Public Offering Debt Securities due to the issuance of debt securities and/or Sukuk from different classes;
       k. default events that can cause a default declaration including the method of resolution;
       l. repurchase of Non-Public Offering Debt Securities;
       m. reasons and procedures for holding a general meeting of holders of Non-Public Offering Debt Securities, quorum attendance and decision requirements, and requirements to attend the meeting.

Article 25
Information regarding the use of funds obtained from the issuance of Non-Public Offering Debt Securities as referred to in Article 20 letter f must contain or disclose important information at least as follows:
a. information on the use of funds obtained from the issuance of Non-Public Offering Debt Securities; and b. information on the estimated breakdown of costs incurred by the Issuer in the issuance of Non-Public Offering Debt Securities, either in a specific percentage or absolute value in the currency denomination.

Article 26
(1) Information regarding the summary of important financial data as referred to in Article 20 letter g must contain or disclose important information at least as follows:
a. financial data for the last 2 (two) fiscal years or since establishment if less than 2 (two) fiscal years; and b. interim financial data, if interim financial data exists; (2) Financial data as referred to in paragraph (1) letters a and b must contain at least:
a. financial position report; b. income statement and comprehensive income statement; and
c. important ratios based on the characteristics of each industry of the Issuer.
(3) The summary of important financial data presented as referred to in paragraph (1) letters a and b must be consistent with the Issuer's financial statements including the line item names used. (4) In the event the Issuer is a parent entity controlling one or more other entities, the financial data used as referred to in paragraph (1) constitutes consolidated financial statement data.

Article 27
(1) Information regarding management analysis and discussion as referred to in Article 20 letter h must contain a brief description discussing and analyzing the financial statements and other information or facts stated in the information memorandum. (2) The discussion and analysis as referred to in paragraph (1) must contain or disclose at least:
a. income statement analysis; b. financial position report analysis; and
c. financial ratio analysis based on the characteristics of each industry of the Issuer.

Article 28
Information regarding risk factors as referred to in Article 20 letter i must contain or disclose at least information on material risk factors affecting the condition of the Issuer.

Article 29
Information regarding parties involved in the issuance of Non-Public Offering Debt Securities as referred to in Article 20 letter j must contain or disclose information at least as follows:
a. name, address, and description of duties and responsibilities of parties involved in the issuance of Non-Public Offering Debt Securities; and b. information regarding registration certificates and/or business activity permits from the Financial Services Authority, in the event the Issuer and involved parties are registered and/or hold business activity permits from the Financial Services Authority.

Article 30
Information regarding the ordering procedure for Non-Public Offering Debt Securities as referred to in Article 20 letter k must contain or disclose information at least as follows:
a. period for purchasing Non-Public Offering Debt Securities; b. procedure for submitting purchase orders for Non-Public Offering Debt Securities;
c. minimum amount that can be ordered for each order;
d. payment requirements including purchase confirmation and payment deadline; e. electronic distribution of Non-Public Offering Debt Securities; and f. registration of Non-Public Offering Debt Securities in collective custody.

Article 31
In the event the Securities issued in the issuance of Non-Public Offering Debt Securities are Sukuk, information regarding the issuance of Non-Public Offering Debt Securities as referred to in Article 24 must also contain at least the following information:
a. schedule plan and procedure for distribution and/or payment of profit sharing, margin, or remuneration according to the characteristics of the Sharia contract; b. assets underlying the Sukuk do not contradict Sharia principles and the Issuer guarantees that during the Sukuk period the assets underlying the Sukuk will not contradict Sharia principles;
c. type of Sharia contract and Sharia transaction scheme as well as explanation of the Sharia transaction scheme used in the issuance of Sukuk;
d. summary of the Sharia contract conducted by the parties; e. revenue source serving as the basis for calculating profit sharing, margin, or remuneration according to the characteristics of the Sharia contract; f. magnitude of the ratio for profit sharing, margin, or remuneration payment according to the characteristics of the Sharia contract; g. source of funds used to make profit sharing, margin, or remuneration payments according to the characteristics of the Sharia contract; h. replacement of assets underlying the Sukuk if an event occurs causing their value to no longer match the value of the issued Sukuk, if required according to the characteristics of the Sharia contract;
i. plan for the use of funds from Sukuk issuance according to the characteristics of the Sharia contract;
j. provisions in the event the Issuer fails to fulfill its obligations; k. handling mechanism in the event the Issuer fails to fulfill its obligations;
l. conditions and provisions in the event the Issuer will change the type of Sharia contract, content of the Sharia contract, and/or assets underlying the Sukuk;
m. Sharia compliance statement for Sukuk in the issuance of Non-Public Offering Debt Securities from the Sharia supervisory board or Sharia expert team; and n. existence or non-existence of zakat deduction on profit sharing, margin, or Sukuk remuneration in the event the offering of Sukuk is disclosed in the initial part of the offering information.

CHAPTER VII
PHASED ISSUANCE

Article 32
The issuance of Non-Public Offering Debt Securities can be conducted through Phased Issuance.

Article 33
In the event the Issuer conducts Phased Issuance, Phased Issuance must meet the following provisions:
a. issuance can be carried out within a 2 (two) year period with the condition that the notification of the final implementation of Phased Issuance is submitted to the Financial Services Authority at the latest on the second anniversary since the submission of the first stage Non-Public Offering Debt Securities issuance document to the Financial Services Authority; and b. in the event rating is conducted, Non-Public Offering Debt Securities must obtain a rating covering the entire value of the Phased Issuance.

Article 34
The initial part of the information memorandum for Phased Issuance must state:
a. information reading "Information Memorandum for Phased Issuance of Non-Public Offering Debt Securities", stating the name of the Non-Public Offering Debt Securities; and b. total amount of funds to be raised and type of Non-Public Offering Debt Securities to be issued during the Phased Issuance period.

Article 35
Additional information over the information memorandum for the second stage and subsequent stages of Phased Issuance must be submitted to the Financial Services Authority at the latest 1 (one) business day before the issuance of the second stage and subsequent stages of Non-Public Offering Debt Securities.

Article 36
Additional information over the information memorandum as referred to in Article 35 must contain at least the following information:
a. amount of funds raised in the Phased Issuance of Non-Public Offering Debt Securities; b. amount of Non-Public Offering Debt Securities to be issued;
c. interest rate or yield;
d. rating results for Non-Public Offering Debt Securities or changes in rating results for Non-Public Offering Debt Securities, if the first stage issuance was rated and there are changes in rating results for the Securities; e. estimated issuance date of Non-Public Offering Debt Securities; f. plan for use of funds; g. summary of important financial data for the latest financial report compared to the same period of the previous year; h. Issuer's statement that all important information and facts have been disclosed and such information or facts are not misleading;
i. statement in bold type as follows: "THIS ISSUANCE OF NON-PUBLIC OFFERING DEBT SECURITIES IS THE ISSUANCE OF NON-PUBLIC OFFERING DEBT SECURITIES STAGE... OF THE PHASED ISSUANCE THAT HAS BEEN REPORTED TO THE FINANCIAL SERVICES AUTHORITY ON DATE...";
j. information regarding the Issuer's financial obligations for Non-Public Offering Debt Securities maturing within the next 3 (three) months accompanied by information regarding the method of fulfilling such financial obligations; and k. changes and/or additional information over the information memorandum for the previous stage of Phased Issuance of Non-Public Offering Debt Securities that has been issued, if there are changes and/or additional information.

CHAPTER VIII
REPORTS

First Section
Report on Results of Issuance of Non-Public Offering Debt Securities

Article 37
(1) The Issuer must submit a report on the results of issuance of Non-Public Offering Debt Securities to the Financial Services Authority.
(2) In the event Non-Public Offering Debt Securities are issued by parties other than the Issuer, Public Company, collective investment contract, or parties that issue Non-Public Offering Debt Securities only to collective investment contract mutual funds with limited participation, the report on the results of issuance of Non-Public Offering Debt Securities as referred to in paragraph (1) must be submitted by the Issuance Manager acting on behalf of the Issuer. (3) The report on the results of issuance of Non-Public Offering Debt Securities as referred to in paragraph (1) must be submitted in printed form and electronic copy. (4) The report on the results of issuance of Non-Public Offering Debt Securities submitted in the form of electronic document copy must contain the same information as the information in the report on the results of issuance of Non-Public Offering Debt Securities submitted in printed form. (5) In the event the Financial Services Authority has provided a system for submitting reports on the results of issuance of Non-Public Offering Debt Securities and electronic reporting, the submission of the report on the results of issuance of Non-Public Offering Debt Securities must be conducted electronically.

Article 38
(1) The report on the results of issuance of Non-Public Offering Debt Securities must be submitted to the Financial Services Authority at the latest 5 (five) business days after the issuance of Non-Public Offering Debt Securities in form and content in accordance with the format of the Report on Results of Issuance of Debt Securities and/or Sukuk Conducted Without a Public Offering contained in the Appendix which is an inseparable part of this Financial Services Authority Regulation. (2) In the event of Phased Issuance, the submission of the report on the results of issuance of Non-Public Offering Debt Securities to the Financial Services Authority must be conducted at the latest 5 (five) business days after each stage of issuance of Non-Public Offering Debt Securities.

Second Section
Material Information Report

Article 39
The Monitoring Agent must submit a report to the Financial Services Authority at the latest 2 (two) business days after the Monitoring Agent knows that:
a. an Issuer other than the Issuer, Public Company, collective investment contract, or party that issues Non-Public Offering Debt Securities only to collective investment contract mutual funds with limited participation has been negligent or violated provisions contained in the agreement including the continuation of a negligence event; and/or b. an event occurs that can endanger the interests of holders of Non-Public Offering Debt Securities where based on received evidence and generally applicable standards, an Issuer other than the Issuer, Public Company, or collective investment contract is considered unable to fulfill its obligations to holders of Non-Public Offering Debt Securities, or unable to manage or control most or all of its assets so as to materially have a negative impact on the business operations of an Issuer other than the Issuer, Public Company, or collective investment contract.

Article 40
(1) In the event the Issuer intends to make changes to the terms and conditions of Non-Public Offering Debt Securities after the issuance of Non-Public Offering Debt Securities, the Issuer must first obtain approval from the holders of Non-Public Offering Debt Securities. (2) Changes to the terms and conditions of Non-Public Offering Debt Securities as referred to in paragraph (1) must be reported to the Financial Services Authority at the latest 5 (five) business days after obtaining approval from the holders of Non-Public Offering Debt Securities.

Third Section
Report on Transactions of Non-Public Offering Debt Securities

Article 41
Every party conducting transactions of Non-Public Offering Debt Securities in the secondary market must submit a report on every transaction of Securities conducted to the Financial Services Authority through the Securities Transaction Reporting Recipient as referred to in the Financial Services Authority Regulation regarding Securities Transaction Reporting.

CHAPTER IX
OTHER PROVISIONS

Article 42
(1) Issuers that have issued equity Securities and will conduct the issuance of Non-Public Offering Debt Securities accompanied by an option to convert into shares or other equity Securities are not subject to the provisions as regulated in this Financial Services Authority Regulation. (2) Issuers that have issued equity Securities and will conduct the issuance of Non-Public Offering Debt Securities accompanied by an option to convert into shares or other equity Securities as referred to in paragraph (1) must follow the provisions as regulated in the Financial Services Authority Regulation regarding capital increases of public companies by providing preemptive rights to subscribe for Securities.

CHAPTER X
ADMINISTRATIVE SANCTIONS

Article 43
(1) Every party that violates the provisions as referred to in Article 2, Article 4, Article 5, Article 6, Article 7, Article 8 paragraph (1) and paragraph (3), Article 9, Article 10, Article 11, Article 12, Article 13, Article 14, Article 15, Article 16, Article 17 paragraph (1) and paragraph (3), Article 18, Article 19 paragraph (1), paragraph (2), paragraph (3), paragraph (4), paragraph (5), paragraph (6), and paragraph (7), Article 20, Article 21, Article 22, Article 23, Article 24, Article 25, Article 26 paragraph (1), paragraph (2), and paragraph (3), Article 27, Article 28, Article 29, Article 30, Article 31, Article 33, Article 34, Article 35, Article 36, Article 37, Article 38, Article 39, Article 40, Article 41, and Article 42 paragraph (2) shall be subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) shall also be imposed on parties who cause the occurrence of violations as referred to in paragraph (1). (3) Sanctions as referred to in paragraph (1) and paragraph (2) shall be imposed by the Financial Services Authority. (4) Administrative sanctions as referred to in paragraph (1) consist of:
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 being preceded by the 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 conducted in accordance with the provisions of applicable legislation.

Article 44
In addition to administrative sanctions as referred to in Article 43 paragraph (4), the Financial Services Authority may take certain actions against every party that violates the provisions of this Financial Services Authority Regulation.

Article 45
The Financial Services Authority may announce the imposition of administrative sanctions as referred to in Article 43 paragraph (4) and certain actions as referred to in Article 44 to the public.

CHAPTER XI
CLOSING PROVISIONS

Article 46
This Financial Services Authority Regulation shall come into force on June 1, 2020.

This copy is in accordance with the original
Director of Law 1
Legal Department signed
Yuliana

To inform everyone, order the promulgation of this Financial Services Authority Regulation by placing it in the State Gazette of the Republic of Indonesia.

Determined in Jakarta on November 29, 2019
CHAIRMAN OF THE COMMISSIONERS BOARD
FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA, signed
WIMBOH SANTOSO

Promulgated in Jakarta on November 29, 2019
MINISTER OF LAW AND HUMAN RIGHTS
REPUBLIC OF INDONESIA, signed
YASONNA H. LAOLY

STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2019 NUMBER 230

EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
REPUBLIC OF INDONESIA
NUMBER 30 /POJK.04/2019
REGARDING
THE ISSUANCE OF DEBT SECURITIES AND/OR SUKUK
CONDUCTED WITHOUT A PUBLIC OFFERING

I. GENERAL
Financial instruments in Indonesia have developed rapidly in recent years, thus providing a variety of financial instrument choices that can be used by investors according to investor needs. Besides choosing financial instruments suitable for their needs, investors must also choose financial instruments according to the investor's risk level and the characteristics of the existing financial instruments. The availability of varied financial instruments for companies is a choice in obtaining funding for the development of the company's business. One of the existing financial instruments is Debt Securities issued without going through a Public Offering process (private placement). Based on Law Number 8 of 1995 concerning the Capital Market (UUPM) in the explanation of Article 1 number 15 of UUPM, it is stated that Public Offering includes the offering of Securities by the Issuer conducted within the territory of the Republic of Indonesia or to Indonesian citizens using mass media or offered to more than 100 (one hundred) parties or has been sold to more than 50 (fifty) parties within certain value and time limits. Furthermore, in Article 70 paragraph (2) of UUPM it is also stated that the provisions...

Submission of the registration statement to the Financial Services Authority in the context of offering Securities through the Public Offering mechanism is also not included for offerings of Debt Securities that mature in no more than 1 (one) year.

Based on Law Number 8 of 1995 concerning the Capital Market, Article 4 states that the supervision, regulation, and oversight referred to in Article 3 are implemented by Bapepam with the goal of realizing orderly, fair, and efficient capital market activities and protecting the interests of investors and the public. Furthermore, in Law Number 21 of 2011 concerning the Financial Services Authority, Article 4 states that the Financial Services Authority was formed with the goal that all activities within the financial services sector are conducted in an orderly, fair, transparent, accountable manner, and are able to realize a financial system that grows sustainably and stably, as well as being able to protect the interests of consumers and the public.

To date, there have been no specific regulations governing the issuance of Debt Securities with a maturity or tenor exceeding 1 (one) year issued without a Public Offering, such as medium-term notes. In order to protect investors, consumers, or the public, and given that regulation requires a regulatory framework to support the objectives referred to in Law Number 8 of 1995 concerning the Capital Market and Law Number 21 of 2011 concerning the Financial Services Authority, it is necessary to create regulations regarding the issuance of Debt Securities and/or Sukuk conducted without a Public Offering, by issuing a Financial Services Authority Regulation concerning

Issuance of Debt Securities and/or Sukuk Conducted Without a Public Offering.

II. ARTICLE-BY-ARTICLE

Article 1
Clear enough.

Article 2
Paragraph (1)
Clear enough.

Paragraph (2)
As an example, if there are provisions in legislation in the banking sector regulating the issuance of Debt Securities Without Public Offering, the issuance of Debt Securities Without Public Offering must first meet the provisions of legislation in the banking sector.

Article 3
Letter a
What is meant by "Debt Securities and/or Sukuk that meet the criteria of having a maturity of more than 1 (one) year" also includes Debt Securities and/or Sukuk that have a maturity of no more than 1 (one) year but contain an automatic extension clause that results in a maturity of more than 1 (one) year.

Letter b
What is meant by "other authority" includes, among others, Bank Indonesia.

Article 4
Debt Securities Without Public Offering includes Debt Securities Without Public Offering that can or must be converted into shares.

Examples of the form or name of Debt Securities Without Public Offering include medium-term notes, sharia medium-term notes, long-term notes, and perpetual securities bonds.

Paragraph (1)
Letter a
In practice, the bearerless form is also known as scripless.

Letter b
Clear enough.

Letter c
Clear enough.

Letter d
Clear enough.

Paragraph (2)
Clear enough.

Paragraph (3)
The international rating agencies referred to include, among others, Standard & Poor's, Fitch Ratings, and Moody's.

Article 5
Paragraph (1)
What is meant by "certain conditions" includes, among others, the Issuer's non-compliance with provisions in the agreement related to the issuance of Debt Securities Without Public Offering that can endanger the continuity of the Issuer's business.

Paragraph (2)
Clear enough.

Paragraph (3)
Clear enough.

Paragraph (4)
Clear enough.

Article 6
Letter a
Clear enough.

Letter b
Examples of business entities or legal entities include limited liability companies, foundations, cooperatives, commanditaire vennootschap (CV), and firms.

Letter c
Examples of supranational institutions are the World Bank, International Monetary Fund, Asian Development Bank, and Islamic Development Bank.

Letter d
Currently, collective investment contracts that can issue Debt Securities and/or Sukuk based on provisions in legislation in the capital market sector are real estate investment funds in the form of collective investment contracts and infrastructure investment funds in the form of collective investment contracts.

Article 7
Clear enough.

Article 8
Paragraph (1)
In practice, the Issuance Manager is also known as the arranger.

Paragraph (2)
The form of the statement adjusts to the flexibility in the process of issuing Debt Securities without Public Offering, for example, it can be included as an entry in the securities order form.

Paragraph (3)
Clear enough.

Article 9
Clear enough.

Article 10
Paragraph (1)
Letter a
Clear enough.

Letter b
Clear enough.

Letter c
Other parties include business entities or legal entities in Indonesia other than the Issuer or Public Company.

Paragraph (2)
Clear enough.

Article 11
Letter a
Clear enough.

Letter b
What is meant by "ensuring" is ensuring that the Professional Investor has stated in the purchase order form for Debt Securities Without Public Offering that the Professional Investor has received or had the opportunity to read the information memorandum regarding Debt Securities Without Public Offering before or at the time the order is placed.

Article 12
Paragraph (1)
Letter a
Clear enough.

Letter b
Clear enough.

Letter c
Other parties include business entities or legal entities in Indonesia other than the Issuer or Public Company.

Paragraph (2)
Clear enough.

Paragraph (3)
Clear enough.

Article 13
Clear enough.

Article 14
Clear enough.

Article 15
Paragraph (1)
The submission of Debt Securities Without Public Offering issuance documents is addressed to the Head of the Capital Market Supervisory Executive.

Paragraph (2)
Clear enough.

Paragraph (3)
Clear enough.

Paragraph (4)
Clear enough.

Paragraph (5)
Clear enough.

Paragraph (6)
Clear enough.

Paragraph (7)
Clear enough.

Paragraph (8)
Clear enough.

Article 16
The issuance of Debt Securities Without Public Offering can be issued immediately since the issuance documents were submitted to the Financial Services Authority.

Example:
PT A submits Debt Securities Without Public Offering issuance documents to the Financial Services Authority on April 1, 2021, then since the issuance documents were submitted to the Financial Services Authority, the Issuer can directly issue Debt Securities Without Public Offering from April 1, 2021 to April 30, 2021.

Article 17
Paragraph (1)
Clear enough.

Paragraph (2)
Resubmission means that documents submitted previously become invalid and the final issuance document for Debt Securities Without Public Offering is the last document submitted before issuance.

Paragraph (3)
With the resubmission of documents, the time limit for issuing Debt Securities Without Public Offering is calculated from the beginning so that Debt Securities Without Public Offering can be issued immediately after the resubmission of documents and no later than 30 (thirty) days later.

Example:
PT A submits Debt Securities Without Public Offering issuance documents to the Financial Services Authority on April 1, 2021. Then, before issuance is carried out, in development there is information or requirements that will be changed. In this case, the Issuer must improve the information memorandum and resubmit it to the Financial Services Authority. The document is resubmitted on April 5, 2021, then the time limit for issuing Debt Securities Without Public Offering is calculated again 30 (thirty) days after April 5, 2021.

Article 18
Clear enough.

Article 19
Clear enough.

Article 20
Letter a
Clear enough.

Letter b
Clear enough.

Letter c
Clear enough.

Letter d
The sponsor company is a company that forms a new legal entity with the goal of issuing Debt Securities Without Public Offering for a specific project such as project bonds.

Letter e
Clear enough.

Letter f
Clear enough.

Letter g
Clear enough.

Letter h
Clear enough.

Letter i
Clear enough.

Letter j
Clear enough.

Letter k
Clear enough.

Article 21
Clear enough.

Article 22
Letter a
Clear enough.

Letter b
Clear enough.

Letter c
Clear enough.

Letter d
Clear enough.

Letter e
Clear enough.

Letter f
Clear enough.

Letter g
Clear enough.

Letter h
In practice, the party that can be contacted is also known as the contact person.

Article 23
Clear enough.

Article 24
Letter a
Number 1
Clear enough.

Number 2
Clear enough.

Number 3
Clear enough.

Number 4
Clear enough.

Number 5
Clear enough.

Number 6
Clear enough.

Number 7
Clear enough.

Number 8
The interest rate can be in the form of a fixed or floating interest rate.

Number 9
Clear enough.

Number 10
Clear enough.

Number 11
Clear enough.

Number 12
Clear enough.

Number 13
Clear enough.

Letter b
Clear enough.

Letter c
Clear enough.

Letter d
Clear enough.

Letter e
Clear enough.

Letter f
Clear enough.

Letter g
Clear enough.

Letter h
Clear enough.

Letter i
Clear enough.

Letter j
Clear enough.

Letter k
What is meant by "default condition" is a condition where there is a condition that can cause the Issuer to be declared in default if the Issuer does not implement or does not comply with provisions in the monitoring contract.

Letter l
Clear enough.

Letter m
Clear enough.

Article 25
Clear enough.

Article 26
Clear enough.

Article 27
Clear enough.

Article 28
Clear enough.

Article 29
Clear enough.

Article 30
Clear enough.

Article 31
Clear enough.

Article 32
Clear enough.

Article 33
Clear enough.

Article 34
Clear enough.

Article 35
Clear enough.

Article 36
Clear enough.

Article 37
Paragraph (1)
The submission of the Debt Securities Without Public Offering issuance result report is addressed to the Head of the Capital Market Supervisory Executive.

Paragraph (2)
Clear enough.

Paragraph (3)
Clear enough.

Paragraph (4)
Clear enough.

Paragraph (5)
Clear enough.

Article 38
Clear enough.

Article 39
Clear enough.

Article 40
Clear enough.

Article 41
Clear enough.

Article 42
Clear enough.

Article 43
Clear enough.

Article 44
What is meant by "certain actions" includes, among others, postponing the issuance of Debt Securities Without Public Offering.

Article 45
Clear enough.

Article 46
Clear enough.

ADDITION TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 6426

APPENDIX
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 30 /POJK.04/2019
CONCERNING
ISSUANCE OF DEBT SECURITIES
AND/OR SUKUK CONDUCTED WITHOUT
A PUBLIC OFFERING

COVER LETTER FOR SUBMISSION OF DOCUMENTS IN THE CONTEXT OF ISSUANCE OF DEBT SECURITIES AND/OR SUKUK* CONDUCTED WITHOUT PUBLIC OFFERING

Number: ….. (domicile), …..(date/month/year)
Attachment :
Subject : Cover Letter for
Submission of Documents
In the Context
Issuance of.......(type of Security) without Public Offering…………. (Issuer Name)

To
The Head of the Capital Market Supervisory Executive Financial Services Authority in Jakarta

Hereby we submit documents in the context of issuing Debt Securities Without Public Offering as follows:

1. Issuer of Debt Securities
   and/or Sukuk* Without
   Public Offering
   :
   a. Full name : .........................................................
   b. Full address : .........................................................
   c. Legal form : .........................................................
   d. Number and date of Deed of Establishment and Deed of Amendment of the last articles of association (if any)
   : .........................................................
   e. Approval and
   Consent of the Minister of Law and Human Rights of the Republic of Indonesia over the Deed of Establishment and Deed
   : .........................................................

Amendment of the last articles of association (if any) f. Number and date of announcement in the State Gazette of the Republic of Indonesia regarding letter e above :
.........................................................
g. Domicile : .........................................................

2. Planned issuance schedule : .........................................................
3. List of attached
   documents
   : a. ..................................................
   b. ..................................................
   c. ..................................................

THE STATEMENTS OR INFORMATION CONTAINED IN THE DEBT SECURITIES WITHOUT PUBLIC OFFERING ISSUANCE DOCUMENTS ARE TRUE AND THERE ARE NO IMPORTANT FACTS OMITTED FROM THE DEBT SECURITIES AND/OR SUKUK* WITHOUT PUBLIC OFFERING ISSUANCE DOCUMENTS THAT ARE NECESSARY SO THAT THE INFORMATION IN THE DEBT SECURITIES AND/OR SUKUK* WITHOUT PUBLIC OFFERING ISSUANCE DOCUMENTS IS NOT MISLEADING.

Note:
Entry format is adjusted if the issuer is a supranational institution.

(Issuer Name)

..............................................
(Issuer Board of Directors/Issuance Manager Board of Directors)

• adjusted according to the Securities issued
  or equivalent in case the Issuer is not a Limited Liability Company.

STAMP DUTY

ISSUANCE RESULT REPORT OF DEBT SECURITIES AND/OR SUKUK* CONDUCTED WITHOUT A PUBLIC OFFERING

Number : .......(place), …..(date,month,year)
Attachment :
Subject : Issuance Result Report of ........ (Name of Debt Securities and/or Sukuk* Conducted Without Public Offering) ........................... (date, month, year)

To
The Head of the Capital Market Supervisory Executive Financial Services Authority in Jakarta

In connection with the implementation of the issuance of...... (Name of Debt Securities and/or Sukuk* Conducted Without Public Offering) which we have carried out, we hereby submit the Issuance Result Report and Distribution of Purchase of Debt Securities and/or Sukuk* Conducted Without Public Offering by..... date..... as follows:

Issuer Name | Issuance Date | Monitoring Agent | Issuance Manager (Arranger) --- | --- | --- | --- Interest Rate | Maturity Date | Issuance Value (using issuance currency) | Number of Investors

• adjusted according to the Securities issued
  if the issuance is staged, explain which stage of issuance

This copy is consistent with the original
Legal Director 1
Legal Department signed
Yuliana

Issuer Name | Issuance Date | Name of party making the Purchase | Purchase Value of Debt Securities and/or Sukuk* Conducted Without Public Offering (using issuance currency) --- | --- | --- | --- Province / Domicile Individual Indonesian Individual Foreign Institution / Business Entity Indonesian Institution / Business Entity Foreign Total Purchase Value by Indonesian Individuals Total Purchase Value by Foreign Individuals Total Purchase Value by Indonesian Institutions / Business Entities Total Purchase Value by Foreign Institutions / Business Entities

........ (date, month and year)
Signature

(Issuer Board of Directors*/Issuance Manager Board of Directors)

• or equivalent in case the Issuer is not a Limited Liability Company.

Issued in Jakarta on November 29, 2019

CHAIRMAN OF THE COMMISSIONERS BOARD
FINANCIAL SERVICES AUTHORITY
OF THE REPUBLIC OF INDONESIA, signed
WIMBOH SANTOSO