2024-07-09 | POJK 10 Tahun 2024Added
Financial Services Authority Regulation No. 10 of 2024 replaces previous regulations to establish comprehensive rules for the issuance and reporting of Regional Bonds and Regional Sukuk by Regional Governments. The regulation mandates specific disclosure requirements in prospectuses, requires credit ratings from accredited agencies, and outlines procedures for phased public offerings, including notification timelines and mandatory announcements. It also defines administrative sanctions, such as written warnings, fines, and license revocations, for violations of these issuance and reporting obligations.
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FINANCIAL SERVICES AUTHORITY REGULATION
REPUBLIC OF INDONESIA
NUMBER 10 OF 2024
CONCERNING
PUBLICATION AND REPORTING OF REGIONAL BONDS AND REGIONAL SUKUK BY THE GRACE OF GOD THE ALMIGHTY, THE COMMISSIONERS OF THE FINANCIAL SERVICES AUTHORITY, Considering:
a. that in order to support the improvement of the national economy through comprehensive infrastructure development in the Indonesian region, Regional Governments need to utilize funding sources from the capital market; b. that Regional Bonds and/or Regional Sukuk aim to finance investments that generate regional revenue, thus requiring regulation of strategy and policy for the management of Regional Bonds and/or Regional Sukuk, including policy on the governance of issuance and reporting of Regional Bonds and/or Regional Sukuk to be more transparent and accountable, as well as to provide protection to investors of Regional Bonds and/or Regional Sukuk;
c. that Financial Services Authority Regulation Number 61/POJK.04/2017 concerning Registration Statements in the Framework of Public Offerings of Regional Bonds and/or Regional Sukuk, Financial Services Authority Regulation Number 62/POJK.04/2017 concerning the Form and Content of Prospectuses and Short Prospectuses in the Framework of Public Offerings of Regional Bonds and/or Regional Sukuk, and Financial Services Authority Regulation Number 63/POJK.04/2017 concerning Reports and Announcements by Issuers of Regional Bonds and/or Regional Sukuk still require refinement to accommodate the legal needs of society and the dynamics of regulation regarding the issuance and reporting of Regional Bonds and/or Regional Sukuk, thus requiring replacement;
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d. that based on the considerations referred to in letters a, b, and c, it is necessary to establish a Financial Services Authority Regulation concerning the Publication and Reporting of Regional Bonds and Regional Sukuk; Recalling:
CHAPTER I
GENERAL PROVISIONS
Article 1
In this Financial Services Authority Regulation, the following terms are defined as:
Article 2
Regional Governments conducting Public Offerings of Regional Bonds and/or Regional Sukuk are Issuers conducting fundraising activities in the Capital Market sector.
Article 3
(1) This Financial Services Authority Regulation applies to Issuers submitting Registration Statements to conduct Public Offerings of Regional Bonds and/or Regional Sukuk. (2) Issuers conducting Public Offerings of Regional Bonds and/or Regional Sukuk must comply with provisions of legislation in the Capital Market sector regulating Registration Statements, Public Offerings, issuance and requirements of sukuk, and/or other related regulations, unless specifically regulated in this Financial Services Authority Regulation. (3) Issuers submitting Registration Statements to conduct Public Offerings of Regional Bonds and/or Regional Sukuk must obtain a rating result for Regional Bonds and/or Regional Sukuk from a Rating Agency as regulated in provisions of legislation in the Capital Market sector regulating the rating of debt and/or sukuk securities.
Article 4
(1) The form and content of Prospectuses and Short Prospectuses in the framework of Public Offerings of Regional Bonds and/or Regional Sukuk must follow the provisions as regulated in this Financial Services Authority Regulation. (2) Prospectuses and Short Prospectuses must be made clearly and communicatively. (3) Prospectuses and Short Prospectuses must contain details of Material Information or Material Facts regarding the Public Offering and information and/or explanations that can influence investor decisions, which are known or should be known by the Issuer. (4) Prospectuses and Short Prospectuses are prohibited from:
a. containing incorrect statements about material facts; or b. failing to contain correct statements about material facts required, so that the Prospectuses and Short Prospectuses do not provide a misleading picture. (5) The presentation and submission of important information in Prospectuses and Short Prospectuses are prohibited from being obscured by less important information that causes the important information to be overlooked by readers. (6) The most important facts and considerations of material facts as referred to in paragraph (3) must be summarized and included in the beginning section of the Prospectus and Short Prospectus. (7) Disclosure of Material Information or Material Facts and/or the use of photos, diagrams, and/or tables in Prospectuses and Short Prospectuses is prohibited from providing a misleading picture. (8) Disclosure of Material Information or Material Facts in Prospectuses and Short Prospectuses must be done clearly with appropriate emphasis according to the Issuer's condition so that the Prospectus is not misleading.
Article 5
In preparing Prospectuses and Short Prospectuses as referred to in Article 4, the Issuer may make adjustments to the disclosure of Material Information or Material Facts.
Article 6
The Regional Head and the securities underwriter, if using a securities underwriter, at the time the Registration Statement becomes effective, supporting capital market institutions and professions, or other Parties providing opinions or explanations and with their consent included in the Prospectus, individually or together, are responsible for ensuring that the Prospectus has met the provisions as referred to in Article 4 paragraph (2).
Article 7
(1) The Issuer must disclose all sections contained in the Prospectus and Short Prospectus and prepare the Prospectus and Short Prospectus in the order as regulated in this Financial Services Authority Regulation. (2) The disclosure of all sections contained in the Prospectus and Short Prospectus as referred to in paragraph (1) may be excluded if the disclosure is not relevant or cannot be applied by the Issuer.
Article 8
In the event that Regional Bonds meet the criteria as sustainability-based debt securities and Regional Sukuk meet the criteria as sustainability-based sukuk, the Issuer must comply with:
a. this Financial Services Authority Regulation; and b. Financial Services Authority Regulations concerning the issuance and requirements of sustainability-based debt securities and sukuk.
Article 9
(1) Any Party violating the provisions as referred to in Article 3 paragraph (2), Article 4 paragraph (3), Article 6, and Article 8 shall be subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties causing 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) Sanctions as referred to in paragraph (1) consist 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 registration; and/or g. revocation of the effectiveness of the Registration Statement. (5) Administrative sanctions as referred to in paragraph (4) letters b, c, d, e, f, and 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, and g. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the provisions of legislation in the field of Capital Market.
CHAPTER II
REGISTRATION STATEMENT DOCUMENTS
Article 10
(1) In submitting the Registration Statement as referred to in Article 3 paragraph (1), the Issuer must submit documents consisting of at least:
a. cover letter of the Registration Statement contained in the Appendix according to format 1 which is an integral part of this Financial Services Authority Regulation; b. Prospectus;
c. Short Prospectus;
d. Initial Prospectus, if an Initial Offering is conducted; and e. other documents submitted as part of the Registration Statement. (2) Other documents as referred to in paragraph (1) letter e include:
a. approval from the minister in charge of financial affairs regarding the issuance of Regional Bonds and/or Regional Sukuk; b. Regional Regulation concerning APBD;
c. Regional Regulation concerning the formation of reserve funds, if the Regional Regulation has been promulgated;
d. Regional Head Regulation concerning the issuance of Regional Bonds and/or Regional Sukuk; e. other requirements related to the issuance of Regional Bonds and/or Regional Sukuk; f. schedule of the Public Offering; g. audit report and legal opinion regarding the legal aspects of the Public Offering of Regional Bonds and/or Regional Sukuk including the activities to be financed; h. Trust Deed;
i. securities underwriting agreement, if there is a securities underwriting agreement;
j. rating issued by a securities rating agency on Regional Bonds and/or Regional Sukuk; k. guarantee agreement, if there is a guarantee agreement regarding the issuance of Regional Bonds and/or Regional Sukuk;
l. statement of Sharia compliance for Regional Sukuk from the Sharia Expert Team; and
m. documents containing other information as requested by the Financial Services Authority considered necessary in the review of the Registration Statement, insofar as they can be announced to the public without harming the interests of the Issuer.
Article 11
The audit report and legal opinion as referred to in Article 10 letter g consist of at least:
a. legal aspects of the Public Offering of Regional Bonds and/or Regional Sukuk including:
Article 12
(1) The Issuer is required to provide the latest LKPD period audited by the Audit Board of Indonesia on the Issuer's website.
(2) At the time of submitting Registration Statement documents, the LKPD as referred to in paragraph (1) must already be available on the Issuer's website. (3) In the event that the time period between the effective date of the Registration Statement and the date of the LKPD is more than 12 (twelve) months, the Issuer is required to provide information on the Issuer's website accessible to the public, in the form of the Implementation Report of APBD as of a date at most 3 (three) months before the effective date of the Registration Statement.
Article 13
(1) The Financial Services Authority may request information and/or other documents from the Issuer that are not part of the Registration Statement and are not intended to be announced to the public, including:
a. statement of letter from Parties assisting in the preparation of the Prospectus, if there are Parties assisting in the preparation of the Prospectus:
Article 14
(1) Any Party violating the provisions as referred to in Article 12 paragraph (1) and paragraph (3) shall be subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties causing 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fine, which is the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letters b and c 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) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the provisions of legislation in the field of Capital Market.
CHAPTER III
PHASED PUBLIC OFFERING OF REGIONAL BONDS AND REGIONAL SUKUK
Article 15
(1) Public Offerings of Regional Bonds and/or Regional Sukuk may be conducted in phases.
(2) The phased Public Offering of Regional Bonds and/or Regional Sukuk as referred to in paragraph (1) is implemented according to the period regulated in the Regional Head Regulation.
Article 16
(1) Issuers issuing debt and/or sukuk securities through phased Public Offerings as referred to in Article 15 paragraph (1) are required to obtain a rating for debt and/or sukuk securities covering the entire value of the planned phased Public Offering. (2) The security rating as referred to in paragraph (1) is obtained from a Rating Agency.
Article 17
(1) In the event that the Public Offering of Regional Bonds and/or Regional Sukuk is conducted in phases as referred to in Article 15, at least 20 (twenty) working days before the start of the second and subsequent phases of the Public Offering period, the Issuer must:
a. submit notification of the implementation of the Public Offering of Regional Bonds and/or Regional Sukuk in the second and subsequent phases along with additional information and supporting documents to the Financial Services Authority; and b. announce the notification of the implementation of the Public Offering of Regional Bonds and/or Regional Sukuk along with additional information as referred to in letter a at least through:
Article 18
Additional information as referred to in Article 17 paragraph (1) letters a and b must contain at least:
a. the amount of funds raised in the Public Offering of Regional Bonds and/or Regional Sukuk; b. the quantity of Regional Bonds and/or Regional Sukuk offered;
c. the interest rate of Regional Bonds and/or yield of Regional Sukuk;
d. the rating result for Regional Bonds and/or Regional Sukuk or changes in the rating result for Regional Bonds and/or Regional Sukuk; e. the schedule of the Public Offering of Regional Bonds and/or Regional Sukuk; f. the plan for fund usage or changes in fund usage; g. the Securities Underwriter, if using a Securities Underwriter; h. a statement from the Issuer that all Material Information or Material Facts have been disclosed and such Material Information or Material Facts are not misleading;
i. a statement in capital letters and bold that:
Article 19
(1) In the event that the funds raised during the period of the Public Offering of Regional Bonds and/or Regional Sukuk are less than planned, at most 5 (five) working days after the end of the Public Offering period of Regional Bonds and/or Regional Sukuk, the Issuer must:
a. submit information regarding the total amount of funds raised to the Financial Services Authority; https://jdih.ojk.go.id/
Finances accompanied by reasons for the failure to achieve the target funds to be raised; and b. announce to the public the total amount of funds raised accompanied by reasons for the failure to achieve the target funds to be raised at least through:
Article 20
(1) In the event that the Issuer will stop the Public Offering of Regional Bonds and/or Regional Sukuk in stages before the end of the period regulated in the Regional Head Regulation, the Issuer is required to:
a. submit information regarding the termination of the Public Offering of Regional Bonds and/or Regional Sukuk to the Financial Services Authority accompanied by reasons for termination and the total amount of funds that have been raised; and b. announce to the public regarding the termination of the Public Offering of Regional Bonds and/or Regional Sukuk accompanied by reasons for termination and the total amount of funds that have been raised at least through:
Article 21
(1) Any Party that violates the provisions as referred to in Article 16 paragraph (1), Article 17, Article 19, Article 20, shall be subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties that cause the occurrence of violations as referred to in paragraph (1). (3) Sanctions as referred to in paragraph (1) and paragraph (2) are imposed by the Financial Services Authority. https://jdih.ojk.go.id/
(4) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fines, namely the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (4) letter a. (6) Administrative sanctions in the form of fines 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) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with provisions in legislation in the Capital Market sector.
CHAPTER IV
FORM OF PROSPECTUS
Article 22
The Prospectus as referred to in Article 4 must at least contain the following sections:
a. information on the front cover of the Prospectus; b. table of contents;
c. summary of the Prospectus;
d. Public Offering; e. use of funds obtained from the results of the Public Offering of Regional Bonds and/or Regional Sukuk; f. debt statement; g. summary of important financial data; h. analysis and discussion by the Issuer;
i. risk factors;
j. material events after the date of the audit report of the State Audit Agency; k. Regional Regulations and Regional Head Regulations regarding the issuance of Regional Bonds and/or Regional Sukuk;
l. information regarding the Issuer;
m. information regarding activities to be financed with Regional Bonds and/or Regional Sukuk; n. taxation; o. underwriting of securities, if using a securities underwriter; p. capital market supporting institutions and professions and other Parties; q. information regarding the Trustee; r. information regarding guarantors, if there are guarantors; s. ordering procedure for Regional Bonds and/or Regional Sukuk; t. dissemination of the Prospectus and purchase order forms for Regional Bonds and/or Regional Sukuk; u. legal opinion from Legal Consultants; https://jdih.ojk.go.id/
v. statement of Sharia compliance from the Sharia Expert Team, if the issued securities are Regional Sukuk;
w. other information, if there is other information;
x. Issuer's statement contained in Appendix with format 2 which is an integral part of this Financial Services Authority Regulation;
y. statement of the securities underwriting manager contained in Appendix with format 3 which is an integral part of this Financial Services Authority Regulation; and z. statement of capital market supporting professions contained in Appendix with format 4 which is an integral part of this Financial Services Authority Regulation.
CHAPTER V
CONTENT OF PROSPECTUS
First Section
Information on the Front Cover of the Prospectus
Article 23
Information on the outer front cover of the Prospectus must contain or disclose at least:
a. the effective date of the Registration Statement from the Financial Services Authority; b. the offering period;
c. the allocation date;
d. the date of return of application money; e. the distribution date of Regional Bonds and/or Regional Sukuk; f. the listing date, if Regional Bonds and/or Regional Sukuk are listed on the Stock Exchange; g. the full name of the region, address, regional emblem, telephone number, fax number, email address, and website; h. the name of the Stock Exchange, if Regional Bonds and/or Regional Sukuk will be listed on the Stock Exchange;
i. the type of offering and description regarding:
type and amount of Regional Bonds and/or Regional Sukuk;
brief description of the Regional Bonds and/or Regional Sukuk offered;
activities to be financed with Regional Bonds and/or Regional Sukuk;
nominal amount, offering price, and total offering value;
maturity date;
interest rate and/or yield;
interest and/or yield payment date;
provisions regarding early repayment;
Trustee;
collateral, if there is collateral;
guarantor, if there is a guarantor;
sinking fund; and
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rating results of Regional Bonds and/or Regional Sukuk from the securities rating company;
j. the name of the securities underwriting manager and Underwriter, if using a securities underwriting manager and Underwriter; k. place and date of issuance of the Prospectus;
l. the following statement in capital letters and bold typeface that immediately attracts the reader's attention:
"THE FINANCIAL SERVICES AUTHORITY DOES NOT GIVE A STATEMENT OF APPROVAL OR DISAPPROVAL OF THE PUBLIC OFFERING OF THESE REGIONAL BONDS AND REGIONAL SUKUK, NOR DOES IT STATE THE TRUTH OR ADEQUACY OF THE CONTENT OF THIS PROSPECTUS. ANY STATEMENT CONTRARY TO THESE MATTERS IS AN ILLEGAL ACT"
"THIS PROSPECTUS IS IMPORTANT AND REQUIRES IMMEDIATE ATTENTION. IF THERE IS DOUBT ABOUT THE ACTION TO BE TAKEN, IT IS BETTER TO CONSULT WITH COMPETENT PARTIES";
"THE FINANCIAL SERVICES AUTHORITY DOES NOT GIVE A STATEMENT OF APPROVAL OR DISAPPROVAL OF THE PUBLIC OFFERING OF THESE REGIONAL BONDS, NOR DOES IT STATE THE TRUTH OR ADEQUACY OF THE CONTENT OF THIS PROSPECTUS. ANY STATEMENT CONTRARY TO THESE MATTERS IS AN ILLEGAL ACT"
"THIS PROSPECTUS IS IMPORTANT AND REQUIRES IMMEDIATE ATTENTION. IF THERE IS DOUBT ABOUT THE ACTION TO BE TAKEN, IT IS BETTER TO CONSULT WITH COMPETENT PARTIES"; or
"THE FINANCIAL SERVICES AUTHORITY DOES NOT GIVE A STATEMENT OF APPROVAL OR DISAPPROVAL OF THE PUBLIC OFFERING OF THESE REGIONAL SUKUK, NOR DOES IT STATE THE TRUTH OR ADEQUACY OF THE CONTENT OF THIS PROSPECTUS. ANY STATEMENT CONTRARY TO THESE MATTERS IS AN ILLEGAL ACT"
"THIS PROSPECTUS IS IMPORTANT AND REQUIRES IMMEDIATE ATTENTION. IF THERE IS DOUBT ABOUT THE ACTION TO BE TAKEN, IT IS BETTER TO CONSULT WITH COMPETENT PARTIES"; m. a statement in capital letters that the Issuer and the securities underwriting manager, if using a securities underwriting manager, are fully responsible for the truth of all information and honesty of opinions expressed in the Prospectus:
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"THE ISSUER AND THE SECURITIES UNDERWRITING MANAGER ARE FULLY RESPONSIBLE FOR THE TRUTH OF ALL INFORMATION, FACTS, DATA, OR REPORTS AND THE HONESTY OF OPINIONS CONTAINED IN THIS PROSPECTUS"; and n. a brief statement, in capital letters, regarding:
Article 24
Issuers conducting a Public Offering of Regional Bonds and/or Regional Sukuk in stages, in addition to containing information as referred to in Article 23, must include on the outer front cover of the Prospectus:
a. "Prospectus for Phased Public Offering of Regional Bonds and/or Regional Sukuk", by mentioning the name of the Regional Bonds and/or Regional Sukuk; and b. the total amount of funds to be raised from the issuance of Regional Bonds and/or Regional Sukuk during the period of the Public Offering of Regional Bonds and/or Regional Sukuk in stages.
Article 25
Information on the inner front cover of the Prospectus must contain or disclose at least:
a. information that the Registration Statement has been submitted to the Financial Services Authority in accordance with provisions in legislation in the Capital Market sector; b. a statement that all capital market supporting institutions and professions mentioned in the Prospectus are fully responsible for the data presented in accordance with their functions and positions, in accordance with provisions in legislation in the Capital Market sector and codes of ethics, norms, and professional standards of each;
c. a statement that any Party involved in the Public Offering of Regional Bonds and/or Regional Sukuk is prohibited from providing information or statements regarding data not disclosed in the Prospectus, without written approval from the Issuer and the securities underwriting manager, if using a securities underwriting manager;
d. in the event that Regional Bonds and/or Regional Sukuk will be listed on the Stock Exchange, the Issuer must provide information on the listing plan; e. in the event that the Prospectus mentions the name of Parties assisting the Issuer in preparing the Prospectus, the Party in question must make a statement that it has given written approval regarding the inclusion of the Party's name in the Prospectus and has not revoked such approval; and f. information that the Annual Financial Report is available on the Issuer's website. https://jdih.ojk.go.id/
Second Section
Table of Contents
Article 26
The table of contents as referred to in Article 22 letter b must contain section titles, descriptions of sections, and page numbers.
Third Section
Summary of the Prospectus
Article 27
The Summary of the Prospectus as referred to in Article 22 letter c must contain or disclose at least the following important information:
a. information regarding the Issuer; b. information regarding the Regional Bonds and/or Regional Sukuk offered;
c. information regarding Regional Bonds and/or Regional Sukuk that have not been paid off, if there are Regional Bonds and/or Regional Sukuk that have not been paid off;
d. plans for the use of funds from the results of the Public Offering of Regional Bonds and/or Regional Sukuk; e. important financial data; f. main risks faced by the Issuer; and g. type of Sharia Contract, if issuing Regional Sukuk.
Fourth Section
Public Offering
Article 28
The Public Offering as referred to in Article 22 letter d must contain or disclose at least:
a. information regarding Regional Bonds and/or Regional Sukuk must contain or disclose at least:
nominal amount and type of Regional Bonds and/or Regional Sukuk offered;
book-entry unit and trading unit of the Regional Bonds and/or Regional Sukuk to be offered in the framework of the Public Offering of Regional Bonds and/or Regional Sukuk, including limitations in conducting book-entry;
summary of the rights of holders of Regional Bonds and/or Regional Sukuk;
summary of the nature of Regional Bonds and/or Regional Sukuk that allows for early payment at the option of the Issuer or holder of Regional Bonds and/or Regional Sukuk;
requirements and/or restrictions on early payment of Regional Bonds and/or Regional Sukuk, if there are requirements and/or restrictions on early payment of Regional Bonds and/or Regional Sukuk;
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price, interest rate, or other remuneration set for Regional Bonds and/or yield for Regional Sukuk, including the determination method, with the provision that if the interest rate is floating, the method of determining the floating interest rate must be described in full;
date of principal debt payment and the amount of principal debt to be paid on the principal debt payment date;
date of interest payment or other remuneration;
In the event that the Issuer issues Regional Sukuk, it must contain additional information at least:
a. assets underlying the Regional Sukuk do not contradict Sharia Principles in the Capital Market; the Issuer of Regional Sukuk guarantees that during the period of Regional Sukuk, the assets underlying the Regional Sukuk do not contradict Sharia Principles in the Capital Market; b. type of Sharia Contract and Sharia transaction scheme and explanation of the Sharia transaction scheme used in the issuance of Regional Sukuk;
c. summary of the Sharia Contract conducted by the Parties;
d. revenue sources that form the basis for calculating profit sharing, margin, or remuneration in accordance with the characteristics of the Sharia Contract; e. funding sources used to conduct profit sharing, margin, or remuneration in accordance with the characteristics of the Sharia Contract; and f. planned schedule and procedure for distribution and/or payment of yield. b. information regarding debt guarantee, if there is debt guarantee at least:
name and address of the debt guarantor;
debt guarantee scheme;
replacement of debt guarantor, if there is replacement of debt guarantor;
duration of debt guarantee; and
details of important points of the debt guarantee agreement;
c. name, address, and description of Parties acting as Trustee;
d. summary of the main requirements in the Trust Deed; e. rating results of Regional Bonds and/or Regional Sukuk; f. activities to be financed with Regional Bonds and/or Regional Sukuk along with the Issuer's assets attached to those activities that will become collateral for Regional Bonds and/or Regional Sukuk, if any; g. information regarding the sinking fund; h. approval of the Minister in charge of financial government affairs regarding the issuance of Regional Bonds and/or Regional Sukuk;
i. restrictions or prohibitions on the Issuer intended to protect holders of Regional Bonds and/or Regional Sukuk, if there are restrictions or prohibitions; and
j. full name of the region, address, regional emblem, telephone number, fax number, email address, and website.
Article 29
The summary of the main requirements in the Trust Deed as referred to in Article 28 letter d, the Issuer must contain at least the following information:
a. matters related to seniority or priority rights of debt relatively compared to other debts of the Issuer that are not yet paid off and additional debt that can be made by the Issuer in the future, if there is additional debt at least:
Article 30
In the event that the Issuer issues Regional Sukuk, in addition to information as referred to in Article 29, the Issuer must add information:
a. replacement and/or addition of assets underlying Regional Sukuk if an event occurs causing their value to no longer match the value of the issued Regional Sukuk, if the replacement and/or addition of assets is in accordance with the characteristics of the Sharia Contract; b. conditions and provisions in the event that the Issuer will change the type of Sharia Contract, content of the Sharia Contract, and/or assets underlying Regional Sukuk which contain:
such changes can only be made after prior approval by the general meeting of holders of Regional Sukuk;
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mechanism for fulfilling the rights of holders of Regional Sukuk who do not agree to the aforementioned changes; and
changes can only be made if there is a statement of Sharia compliance from the Sharia Expert Team;
c. provisions regarding the Issuer's failure to fulfill its obligations;
d. handling and/or resolution mechanism in the event that the Issuer fails to fulfill its obligations as referred to in letter c, taking into account Sharia Principles in the Capital Market; and e. provisions regarding sanctions related to the non-fulfillment of obligations in the Trust Deed, in the event of issuing Regional Sukuk.
Fifth Section
Use of Funds Obtained from the Results of the Public Offering of Regional Bonds and Regional Sukuk
Article 31
The use of funds obtained from the results of the Public Offering of Regional Bonds and/or Regional Sukuk as referred to in Article 22 letter e, the Issuer must contain or disclose at least:
a. the purpose of the Public Offering and the use of funds obtained from the results of the Public Offering of Regional Bonds and/or Regional Sukuk, after being reduced by costs, made in detail in the form of amounts and/or percentages; and b. other funding sources that will be used to finance an activity if funds from the results of the Public Offering of Regional Bonds and/or Regional Sukuk are insufficient.
Article 32
In the event that the Issuer issues Regional Sukuk, the Issuer is required to use funds from the results of the Public Offering of Regional Sukuk to finance activities and/or make investments that do not contradict Sharia Principles in the Capital Market.
Article 33
In the event that the Public Offering does not have an Underwriter or the Underwriter does not fully guarantee the value of the securities to be sold, the Issuer must disclose:
a. the minimum amount of funds that can be obtained through the Public Offering of Regional Bonds and/or Regional Sukuk based on the Issuer's calculation; b. the priority of use of funds obtained from the Public Offering of Regional Bonds and/or Regional Sukuk; and https://jdih.ojk.go.id/
c. risks and the Issuer's plans if the offered Regional Bonds and/or Regional Sukuk are not sold as planned.
Article 34
The Issuer must disclose information about the estimated detailed costs incurred by the Issuer in the framework of the Public Offering of Regional Bonds and/or Regional Sukuk, both in the form of a certain percentage or absolute value, at least costs for:
a. underwriting services; b. organization services;
c. sales services;
d. capital market supporting professional services; e. capital market supporting institution services; f. financial consulting services; and g. others.
Sixth Section
Debt Statement
Article 35
The debt statement as referred to in Article 22 letter f, the Issuer must contain or disclose at least:
a. a statement regarding the position of all obligations on the date of the Annual Financial Report of the last year that has been audited; b. the Annual Financial Report of the last year that has been audited which is the source of data accompanied by the opinion given;
c. explanation of details of each obligation in accordance with obligations in the financial position report;
d. commitments and contingencies in accordance with the Annual Financial Report of the last year that has been audited; and e. obligations that have matured but have not been able to be paid off, if there are obligations that have matured and accompanied by causes or reasons.
Seventh Section
Summary of Important Financial Data
Article 36
(1) The summary of important financial data as referred to in Article 21 letter g, the Issuer must disclose at least:
a. information on the audited Annual Financial Report which is the source of data, the opinion obtained, and explanation regarding the period of the Annual Financial Report covered; b. financial data for the last 2 (two) fiscal years which include the budget realization report, report on changes in budget surplus balance, balance sheet, operational report, cash flow report, and report on changes in equity; and
c. the form and content of the reports as referred to in letter b must be the same as those presented in the Annual Financial Report.
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(2) The summary of important financial data presented as referred to in paragraph (1) must be consistent with the Annual Financial Report, including the name of accounts or items presented in the Annual Financial Report.
Eighth Section
Analysis and Discussion by the Issuer
Article 37
In the section on analysis and discussion by the Issuer as referred to in Article 22 letter h, the Issuer must provide a brief description discussing and analyzing the Annual Financial Report and other information or facts contained in the Prospectus.
Article 38
(1) In the discussion and analysis as well as information as referred to in Article 37, the Issuer must disclose at least:
a. comprehensive financial performance analysis including comparison of financial performance in the last 2 (two) fiscal years, explanation of the causes of changes and the impact of such changes, at least:
restrictions on the use of loans and guarantees as referred to in letter d; or
c. changes or revocation of legislation as referred to
in letter e.
Part Nine
Risk Factors
Article 39
Risk factors as referred to in Article 22 letter i, the Issuer must disclose at least:
a. main risks; b. other risks related to the Issuer;
c. risks that have a significant influence on the activities to be financed with Regional Bonds and/or Regional Sukuk;
d. risks for investors; and e. a statement that general risk factors are prepared based on the risk weight faced by the Issuer.
Part Ten
Material Events After the Audit Report Date
State Audit Board
Article 40
Material events after the State Audit Board audit report date as referred to in Article 22 letter j, the Issuer must disclose at least:
a. information about all material events that occurred after the State Audit Board audit report date until the effective date of the Registration Statement; or b. the Issuer's statement regarding the non-existence of material events after the State Audit Board audit report date until the effective date of the Registration Statement, if there are no material events.
Part Eleven
Regional Regulations and Head of Region Regulations related to the Issuance of Regional Bonds and/or Regional Sukuk
Article 41
Regional Regulations and Head of Region Regulations related to the issuance of Regional Bonds and/or Regional Sukuk as referred to in Article 22 letter k, the Issuer must disclose at least:
a. name, number, date, and year of the Regional Regulation; b. name, number, date, and year of the Head of Region Regulation;
c. detailed information regarding the provisions of the Regional Regulation regarding the Regional Budget Implementation Document (APBD) and Head of Region regulations regarding the issuance of Regional Bonds and/or Regional Sukuk;
d. the maximum nominal value of Regional Bonds and/or Regional Sukuk to be issued; e. the use of funds from the Public Offering of Regional Bonds and/or Regional Sukuk; f. responsibility for the payment of principal, interest or coupons, and other costs arising as a result of the issuance of Regional Bonds; g. responsibility for the payment of principal or remaining ijarah remuneration, and/or profit share arising as a result of the issuance of Regional Sukuk, in the event of issuing Regional Sukuk; h. annual issuance schedule, in the event Regional Bonds and/or Regional Sukuk are issued in stages;
i. assets owned by the Issuer that serve as collateral for the issuance of Regional Bonds and/or Regional Sukuk, in the event that the Issuer's assets attached to the activities to be financed with Regional Bonds and/or Regional Sukuk are used as collateral for the issuance of Regional Bonds and/or Regional Sukuk;
j. the contract used in the issuance of Regional Sukuk, in the event of issuing Regional Sukuk; and k. name, number, date, and year of the Regional Regulation regarding the APBD that serves as the legal basis for the issuance of the Head of Region Regulation. https://jdih.ojk.go.id/
Part Twelve
Information about the Issuer
Article 42
Information about the Issuer as referred to in
Article 22 letter l, the Issuer must disclose at least:
a. brief information about the Issuer; b. geographical and demographic conditions;
c. natural resources owned and/or controlled by
the Issuer; d. information regarding the name, number of regional owned enterprises, and percentage of ownership; e. the Issuer, at least:
name and photo of the Head of Region, and the Deputy Head
of Region;
description of the biography of the Head of Region, and
Deputy Head of Region at least:
a) age; b) current and previous term of office; c) work and business experience that has been and is currently being conducted; and d) last education including school, field of study, and year of graduation; and f. leaders of the Regional Bond and/or Regional Sukuk management unit, at least:
name, age, and photo of the leader of the Regional Bond and/or Regional Sukuk management unit;
current and previous positions;
work experience; and
https://jdih.ojk.go.id/
last education including school, field of study, and year of graduation.
Part Thirteen
Information about Activities to be Financed with Regional Bonds and Regional Sukuk
Article 43
Information about activities to be financed with Regional Bonds and/or Regional Sukuk as referred to in Article 22 letter m, the Issuer must disclose at least:
a. information regarding the Party carrying out the activity that will be financed with Regional Bonds and/or Regional Sukuk; b. general information, at least:
Part Fourteen
Taxation
Article 44
Taxation as referred to in
Article 22 letter n, the Issuer must disclose at least:
a. information regarding applicable taxes for both investors and the Issuer; and b. special tax facilities obtained, if there are special tax facilities.
Part Fifteen
Underwriting of Securities Issuance
Article 45
Underwriting of securities issuance as referred to in Article 22 letter o, the Issuer must disclose the description of https://jdih.ojk.go.id/
the important provisions and requirements of the securities issuance underwriting agreement at least:
a. name of the securities issuance underwriter; b. name of the Securities Underwriter;
c. form of underwriting;
d. percentage and value of underwriting; and e. description regarding the approach or method in determining the price of the Public Offering of Regional Bonds and/or Regional Sukuk including factors and parameters used in price determination.
Part Sixteen
Capital Market Supporting Institutions and Professions and Other Parties
Article 46
(1) Capital Market supporting institutions and professions and Other Parties as referred to in Article 22 letter p, the Issuer must disclose at least:
a. name, address, and description regarding duties and responsibilities of capital market supporting institutions and professions and Other Parties who participate in the Public Offering of Regional Bonds and/or Regional Sukuk; b. professional qualifications, for Parties other than those registered in the Capital Market, if there are Parties other than those registered in the Capital Market;
c. information regarding membership of capital market
supporting professions in associations; and d. Issuer's statement regarding the existence or non-existence of a debt relationship between the Issuer and the Trustee. (2) In the event the Issuer has a debt relationship with the Trustee as referred to in paragraph (1) letter d, the Issuer must disclose information regarding the amount, duration, and other requirements.
Part Seventeen
Trustee
Article 47
Information about the Trustee as referred to in Article 22 letter q, the Issuer must disclose information about the Trustee at least:
a. name and complete address; b. capital structure;
c. board of commissioners and board of directors;
d. business activities and permits; e. main duties of the Trustee; f. replacement of the Trustee; g. summary of important financial data of the Trustee with provisions:
comparison of financial data containing at least
2 (two) most recent fiscal years if the Trustee has existed for more than 2 (two) years; or https://jdih.ojk.go.id/
financial data since the establishment of the Trustee, if
the Trustee has existed for less than 2 (two) years; and h. affiliation relationship between the Issuer and the Trustee that occurs due to regional equity participation ownership.
Article 48
In the event the Issuer issues Regional Sukuk, in addition to the information as referred to in Article 47, the Issuer must add a description regarding the Trustee's obligation to take all necessary actions:
a. to ensure the Issuer's compliance with the fulfillment of Sharia Contracts; b. to ensure that the assets serving as the basis for the issuance of Regional Sukuk do not conflict with Sharia Principles in the Capital Market;
c. in the event the Issuer violates compliance with the
implementation of Sharia Principles in the Capital Market or violates obligations in Sharia Contracts and/or Trust Agreements; and d. to continue to represent the interests of Regional Sukuk holders until the fulfillment of the settlement of all obligations of the Issuer to Regional Sukuk holders.
Part Eighteen
Guarantor
Article 49
Information about the guarantor, if there is a guarantor as referred to in Article 22 letter r, the Issuer must disclose at least:
a. information about the guarantor covering:
Part Nineteen
Procedure for Ordering Regional Bonds and
Regional Sukuk
Article 50
Procedure for ordering Regional Bonds and/or Regional Sukuk as referred to in Article 22 letter s, the Issuer must disclose at least:
a. submission of purchase orders for Regional Bonds and/or Regional Sukuk; b. acceptable ordering requirements;
c. minimum quantity ordered for each
order; d. submission of order forms; e. duration of the Public Offering of Regional Bonds and/or Regional Sukuk; f. allocation date; g. payment requirements including payment deadline; h. receipt for order forms;
i. allocation method for Regional Bonds and/or Regional
Sukuk; j. criteria for cancellation of orders; k. refund of order money covering:
Part Twenty
Dissemination of Prospectus and Order Forms for Purchase of Regional Bonds and Regional Sukuk
Article 51
Dissemination of Prospectus and order forms for purchase of Regional Bonds and/or Regional Sukuk as referred to in Article 22 letter t, the Issuer must disclose at least:
a. name, address, and telephone number of the Issuer, Securities Underwriter, and sales agent of Regional Bonds and/or Regional Sukuk or Party performing the function as sales agent of Regional Bonds and/or Regional Sukuk; b. method and deadline for dissemination of the Prospectus;
c. place where the Prospectus and order forms
for purchase of Regional Bonds and/or Regional Sukuk or other documents related to https://jdih.ojk.go.id/
Public Offering of Regional Bonds and/or Regional Sukuk or copies thereof mentioned in the Prospectus can be obtained; and d. place and Party that can be contacted to obtain the Prospectus.
Part Twenty One
Legal Opinion
Article 52
Legal opinion by Legal Consultant as referred to in Article 22 letter u, must contain at least:
a. the validity of agreements in the context of the Public Offering of Regional Bonds and/or Regional Sukuk and other important agreements related to activities to be financed with Regional Bonds and/or Regional Sukuk; b. approvals required in the issuance of Regional Bonds and/or Regional Sukuk;
c. permits and main approvals required in
the implementation of activities to be financed with Regional Bonds and/or Regional Sukuk; d. ownership or control status of Issuer assets related to activities to be financed with Regional Bonds and/or Regional Sukuk; e. disputes if there are disputes over Issuer assets related to activities to be financed with Regional Bonds and/or Regional Sukuk; and f. other legal aspects related to the Public Offering of Regional Bonds and/or Regional Sukuk and activities to be financed with Regional Bonds and/or Regional Sukuk.
Part Twenty Two
Sharia Compliance Statement
Article 53
Sharia compliance statement as referred to in Article 22 letter v, must disclose at least:
a. Sharia compliance statement; b. Sharia Expert Team that signed the Sharia compliance statement; and
c. date of the Sharia compliance statement.
Article 54
(1) Any Party that violates the provisions as referred to in Article 32 is subject to administrative sanctions.
(2) Sanctions as referred to in paragraph (1) are also imposed on Parties that cause the occurrence of violations 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; https://jdih.ojk.go.id/
b. fine, namely the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c can be imposed with or without prior imposition of administrative sanctions in the form of written warning as referred to in paragraph (4) letter a. (6) Administrative sanctions in the form of fines as referred to in paragraph (4) letter b can be imposed separately or together with the imposition of administrative sanctions as referred to in paragraph (4) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the provisions of legislation in the field of Capital Market.
CHAPTER VI
FORM OF SHORT PROSPECTUS
Article 55
Short Prospectus must contain information at least regarding:
a. Public Offering of Regional Bonds and/or Regional Sukuk; b. use of funds obtained from the results of the Public Offering of Regional Bonds and/or Regional Sukuk;
c. summary of important financial data;
d. analysis and discussion by the Issuer; e. risk factors; f. material events after the State Audit Board audit report date; g. brief profile of the Issuer; h. procedure for ordering Regional Bonds and/or Regional Sukuk; and
i. dissemination of Prospectus and order forms
for purchase of Regional Bonds and/or Regional Sukuk.
CHAPTER VII
CONTENT OF SHORT PROSPECTUS
Article 56
Information about the Public Offering of Regional Bonds and/or Regional Sukuk as referred to in
Article 55 letter a must contain information at least:
a. date of the announcement permit for the Short Prospectus; b. initial offering period;
c. estimated effective date of the Registration Statement from the Financial Services Authority;
d. estimated offering period; e. estimated allocation date; f. estimated date for refund of order money; g. estimated date of securities distribution; h. estimated date of listing, if Regional Bonds and/or Regional Sukuk will be listed on the Stock Exchange; https://jdih.ojk.go.id/
i. full name of the region, address, regional emblem, telephone number, fax number, email address, and
website; j. name of the Stock Exchange, if Regional Bonds and/or Regional Sukuk will be listed on the Stock Exchange; k. type of offering, including description regarding nature, brief description of Regional Bonds and/or Regional Sukuk offered, nominal value, and description regarding estimated quantity and estimated price, or approach and/or method in determining the price of Regional Bonds and/or Regional Sukuk including factors and parameters used in determining the price;
l. in the event of floating interest rates, full description
regarding the method of determining floating interest rates; m. range of the quantity of Regional Bonds and/or Regional Sukuk and range of interest rates and/or profit share or remuneration or approach and method in determining interest rates and/or profit share or remuneration of Regional Bonds and/or Regional Sukuk including factors and parameters used in determining interest rates and/or profit share or remuneration by other means established for Regional Bonds and/or Regional Sukuk; n. book-entry unit and trading unit of Regional Bonds and/or Regional Sukuk that will be offered in the context of the Public Offering of Regional Bonds and/or Regional Sukuk, including limitations in conducting book-entry; o. summary of the rights of Regional Bonds and/or Regional Sukuk holders; p. summary of the nature of Regional Bonds and/or Regional Sukuk that provides the possibility of early payment upon the option of the Issuer or holders of Regional Bonds and/or Regional Sukuk; q. requirements and/or restrictions on early repayment of Regional Bonds and/or Regional Sukuk, if there are requirements and/or restrictions on early repayment of Regional Bonds and/or Regional Sukuk; r. price, interest rate, or other remuneration established for Regional Bonds and/or profit share for Regional Sukuk, including the determination method, with the provision that if the interest rate is floating, fully described regarding the method of determining the floating interest rate; s. date of principal debt payment and the amount of principal debt to be paid on that date; t. date of interest or other remuneration payment; u. planned schedule and procedure for distribution and/or payment of profit share, in the event of issuing Regional Sukuk;
v. details of the main guarantee agreement, name and
address of the guarantor, including information regarding collateral provided, replacement of the guarantor, and https://jdih.ojk.go.id/
duration of the guarantee, if there is a guarantor; w. name, address, and description regarding Parties acting as Trustee;
x. summary regarding main requirements in the
Trust Agreement; y. activities financed with Regional Bonds and/or Regional Sukuk along with the Issuer's assets attached to those activities that will serve as collateral for Regional Bonds and/or Regional Sukuk if they will serve as collateral; z. information regarding repayment fund reserves; aa. approval of the Minister in charge of government affairs in the field of finance related to the issuance of Regional Bonds and/or Regional Sukuk; bb. other requirements related to the issuance of Regional Bonds and/or Regional Sukuk;
cc. Regional Regulation regarding APBD and Head of Region
Regulation regarding the issuance of Regional Bonds and/or Regional Sukuk; dd. rating results of Regional Bonds and/or Regional Sukuk; ee. summary of restrictions or prohibitions for the Issuer that are aimed at protecting holders of Regional Bonds and/or Regional Sukuk, if there are restrictions or prohibitions; ff. estimated full name of the securities issuance underwriter and Securities Underwriter, if using securities issuance underwriter and Securities Underwriter; gg. estimated full name of capital market supporting institutions and professions and Other Parties; hh. estimated full name and address of the sales agent of Regional Bonds and/or Regional Sukuk;
ii. estimated place and date of publication of the Prospectus;
jj. statement in capital letters, bold type that directly can attract the reader's attention, namely:
"THE ISSUER AND UNDERWRITER OF THE SECURITIES OFFERING (if any) ARE FULLY RESPONSIBLE FOR THE ACCURACY OF ALL INFORMATION OR MATERIAL FACTS AND THE HONESTY OF OPINIONS CONTAINED IN THIS SHORT PROSPECTUS";
2. "THE FINANCIAL SERVICES AUTHORITY DOES NOT ISSUE A STATEMENT OF APPROVAL OR DISAPPROVAL FOR THE PUBLIC OFFERING OF THESE REGIONAL BONDS, NOR DOES IT STATE THE ACCURACY OR ADEQUACY OF THE CONTENT OF THIS SHORT PROSPECTUS. ANY STATEMENT CONTRARY TO THESE MATTERS CONSTITUTES A VIOLATION OF LAW"
"THE ISSUER AND UNDERWRITER OF THE SECURITIES OFFERING (if any) ARE FULLY RESPONSIBLE FOR THE ACCURACY OF ALL INFORMATION OR MATERIAL FACTS AND THE HONESTY OF OPINIONS CONTAINED IN THIS SHORT PROSPECTUS"; or
3. "THE FINANCIAL SERVICES AUTHORITY DOES NOT ISSUE A STATEMENT OF APPROVAL OR DISAPPROVAL FOR THE PUBLIC OFFERING OF THESE REGIONAL SUKUK, NOR DOES IT STATE THE ACCURACY OR ADEQUACY OF THE CONTENT OF THIS SHORT PROSPECTUS. ANY STATEMENT CONTRARY TO THESE MATTERS CONSTITUTES A VIOLATION OF LAW"
"THE ISSUER AND UNDERWRITER OF THE SECURITIES OFFERING (if any) ARE FULLY RESPONSIBLE FOR THE ACCURACY OF ALL INFORMATION OR MATERIAL FACTS AND THE HONESTY OF OPINIONS CONTAINED IN THIS SHORT PROSPECTUS"; and
ll. a statement that in connection with the Public Offering of Regional Bonds and/or Regional Sukuk, every Affiliated Party is prohibited from providing information or statements regarding data not disclosed in the Prospectus without the written consent of the Issuer and the underwriter of the securities offering if an underwriter is used.
Article 57
(1) The use of funds obtained from the proceeds of the Public Offering of Regional Bonds and/or Regional Sukuk as referred to in Article 55 letter b includes a summary of information. (2) The summary of information as referred to in paragraph (1) includes the purpose of the Public Offering and the use of funds obtained from the proceeds of the Public Offering of Regional Bonds and/or Regional Sukuk after deducting costs, presented in detail in the form of amounts and/or percentages. https://jdih.ojk.go.id/
Article 58
The summary of important financial data as referred to in Article 55 letter c discloses at least:
a. budget realization report; b. report on changes in budget surplus balance;
c. balance sheet;
d. operational report; e. cash flow report; and f. equity change report.
Article 59
The analysis and discussion by the Issuer as referred to in Article 55 letter d includes briefly:
a. Financial Statements (LKPD) and other information or facts contained in the Prospectus as referred to in Article 37; and b. analysis and information as referred to in Article 38.
Article 60
(1) Risk factors as referred to in Article 55 letter e include a summary of information.
(2) The summary of information as referred to in paragraph (1) includes risk factors as referred to in Article 39.
Article 61
Significant events after the date of the audit report of the State Audit Agency (Badan Pemeriksa Keuangan) as referred to in Article 55 letter f include information about all material facts that occurred after the date of the audit report of the State Audit Agency.
Article 62
Brief information about the Issuer as referred to in Article 55 letter g must disclose at least:
a. the name and position of the Head of Region and Deputy Head of Region; b. the name and position of the head of the Regional Bond and/or Regional Sukuk management unit appointed by the Head of Region;
c. facilities and/or infrastructure owned;
d. natural resources; and e. the name of the regional-owned enterprise owned by the Issuer and the amount or percentage of ownership.
Article 63
(1) The ordering procedure for Regional Bonds and/or Regional Sukuk as referred to in Article 55 letter h includes a summary of information. (2) The summary of information as referred to in paragraph (1) includes the ordering procedure for Regional Bonds and/or Regional Sukuk as referred to in Article 50. https://jdih.ojk.go.id/
Article 64
(1) The dissemination of the Prospectus and purchase order forms for Regional Bonds and/or Regional Sukuk as referred to in Article 55 letter i includes a summary of information. (2) The summary of information as referred to in paragraph (1) includes the dissemination of the Prospectus and purchase order forms for Regional Bonds and/or Regional Sukuk as referred to in Article 51.
CHAPTER VIII
RATING, REPORTING, AND ANNOUNCEMENT OBLIGATIONS
Article 65
Issuers issuing Regional Bonds and/or Regional Sukuk are required to obtain a rating result for Regional Bonds and/or Regional Sukuk from a Rating Agency as regulated in the legislation in the Capital Market sector regarding the rating of debt securities and/or sukuk.
Article 66
(1) The Issuer is required to submit Financial Statements (LKPD) audited by the State Audit Agency, Regional Bond and/or Regional Sukuk Reports (LRPD), and Information or Material Facts to the Financial Services Authority. (2) LKPD and Information or Material Facts as referred to in paragraph (1) must be announced to the public. (3) The announcement as referred to in paragraph (2) must be made at least through:
a. 1 (one) daily newspaper in Indonesian language with national circulation or the Stock Exchange website; and b. the Issuer's website.
Article 67
(1) For Issuers who have obtained an effective statement on the Registration Statement from the Financial Services Authority for the purpose of issuing Regional Bonds and/or Regional Sukuk, the legislation in the Capital Market sector applicable to Issuers regarding reporting, announcements, and governance does not apply. (2) The provisions as referred to in paragraph (1) are excluded if regulated in this Financial Services Authority Regulation or explicitly stated to apply to Issuers issuing Regional Bonds and/or Regional Sukuk in other legislation.
Article 68
(1) Any Party that violates the provisions as referred to in Article 65 and Article 66 is subject to administrative sanctions. https://jdih.ojk.go.id/
(2) Sanctions as referred to in paragraph (1) are also imposed on Parties who 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fine, which is the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c 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 administrative sanctions as referred to in paragraph (4) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the legislation in the Capital Market sector.
CHAPTER IX
SUBMISSION AND ANNOUNCEMENT OF FINANCIAL REPORTS OF REGIONAL GOVERNMENTS
Article 69
(1) LKPD as referred to in Article 66 paragraph (1) and paragraph (3) must be submitted and announced at the latest 9 (nine) months after the date of the financial report. (2) If the deadline for submitting LKPD as referred to in paragraph (1) to the Financial Services Authority falls on a holiday, the submission must be made on the next working day. (3) If the Issuer submits the report or announcement as referred to in paragraph (2) past the deadline, the calculation of the number of days of delay in submitting the report or announcement is calculated from the first day after the final deadline for submitting the report or announcement. (4) LKPD as referred to in paragraph (1) must be accompanied by:
a. a statement of responsibility from the Head of Region; and b. the magnitude of the Issuer's financial capacity ratio to repay loans.
Article 70
Submission of LKPD as referred to in Article 66 must be carried out through the Financial Services Authority's electronic reporting system. https://jdih.ojk.go.id/
Article 71
Announcement of LKPD as referred to in Article 66 paragraph (3) must include at least:
a. the Issuer's budget realization report; b. operational report;
c. cash flow report;
d. opinion from the State Audit Agency; and e. the magnitude of the Issuer's financial capacity ratio to repay loans.
Article 72
(1) Any Party that violates the provisions as referred to in Article 69 paragraph (1) and paragraph (2) and Article 70 is subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties who 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fine, which is the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c 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 administrative sanctions as referred to in paragraph (4) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the legislation in the Capital Market sector.
CHAPTER X
REPORTING ON REALIZATION AND CHANGES IN THE USE OF FUNDS AND REPORTING ON REGIONAL BONDS AND REGIONAL SUKUK
First Section
Reporting on Fund Utilization Realization
Article 73
(1) LRPD for Regional Bonds and/or Regional Sukuk must be created periodically every 6 (six) months with report dates of June 30 and December 31. (2) The format and content of LRPD for Regional Bonds and/or Regional Sukuk are contained in the Appendix with format 5, which is an integral part of this Financial Services Authority Regulation. https://jdih.ojk.go.id/
Article 74
(1) LRPD for Regional Bonds and/or Regional Sukuk as referred to in Article 66 paragraph (1) must be submitted at the latest on the 15th of the following month after the report date as referred to in Article 69 paragraph (1). (2) The obligation as referred to in paragraph (1) is carried out until all funds from the Public Offering have been realized. (3) If the deadline for submitting LRPD for Regional Bonds and/or Regional Sukuk as referred to in paragraph (1) to the Financial Services Authority falls on a holiday, the submission must be made on the next working day. (4) If the Issuer submits the report or announcement as referred to in paragraph (3) past the deadline, the calculation of the number of days of delay in submitting the report or announcement is calculated from the first day after the final deadline for submitting the report or announcement. (5) Submission of LRPD as referred to in paragraph (1) must be carried out through the Financial Services Authority's electronic reporting system.
Second Section
Changes in the Use of Funds
Article 75
(1) An Issuer intending to change the use of funds from the proceeds of the Public Offering of Regional Bonds and/or Regional Sukuk must:
a. submit the plan and reasons for the change in the use of funds from the proceeds of the Public Offering of Regional Bonds and/or Regional Sukuk to the Financial Services Authority at the latest 21 (twenty-one) days before the convening of the general meeting of Regional Bond and/or Regional Sukuk holders; and b. obtain approval from the general meeting of Regional Bond and/or Regional Sukuk holders. (2) In the event that the change in the use of funds requires approval from another competent agency, approval from the holders of Regional Bonds and/or Regional Sukuk as referred to in paragraph (1) letter b must be obtained before submitting the approval request to the other agency. (3) The change in the use of funds from the Public Offering as referred to in paragraph (1) must include at least changes:
a. material to each element of the use of funds; and/or b. location of the activities to be financed by the funds from the Public Offering that have economic impact. https://jdih.ojk.go.id/
Article 76
(1) Any Party that violates the provisions as referred to in Article 73 paragraph (1), Article 74 paragraph (1), paragraph (3) and paragraph (5) and Article 75 paragraph (1) and paragraph (2) is subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties who 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fine, which is the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c 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 administrative sanctions as referred to in paragraph (4) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the legislation in the Capital Market sector.
CHAPTER XI
SUBMISSION AND ANNOUNCEMENT OF INFORMATION OR MATERIAL FACTS
Article 77
(1) Information or Material Facts as referred to in Article 66 paragraph (1) and paragraph (2) include at least:
a. replacement of the Head of Region, head of the Regional Bond and/or Regional Sukuk management unit; b. change in Regional Regulation regarding the Regional Budget Implementation Report (APBD);
c. promulgation of Regional Regulation regarding the formation of reserve funds and its changes;
d. change in Head of Region Regulation regarding Regional Bonds and/or Regional Sukuk; e. repurchase and resale of Regional Bonds and/or Regional Sukuk; f. change in the Issuer's territorial boundaries or change in the Issuer's name; g. replacement of the Trustee; h. delay in the realization of interest/yield payments, and/or principal; https://jdih.ojk.go.id/
i. change in the rating result of Regional Bonds and/or Regional Sukuk; and/or
j. other Information or Material Facts related to activities to be financed with Regional Bonds and/or Regional Sukuk.
(2) In the event that there is Information or Material Facts as referred to in paragraph (1), the Issuer is required to submit it to the Financial Services Authority and announce it to the public as soon as possible after the event occurs, at the latest on the next working day. (3) If the submission of Information or Material Facts as referred to in paragraph (1) to the Financial Services Authority falls on a holiday, the submission must be made on the next working day. (4) If the Issuer submits the report or announcement as referred to in paragraph (3) past the deadline, the calculation of the number of days of delay in submitting the report or announcement is calculated from the first day after the final deadline for submitting the report or announcement. (5) Submission of Information or Material Facts as referred to in paragraph (1) is carried out through the Financial Services Authority's electronic reporting system.
Article 78
Announcement of Information or Material Facts as referred to in Article 77 must include at least:
a. date of the event; b. type of Information or Material Facts;
c. description of Information or Material Facts; and
d. impact of the Information or Material Facts event.
Article 79
(1) Any Party that violates the provisions as referred to in Article 77 paragraph (2) and paragraph (3), and Article 78 is subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on Parties who 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) Sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fine, which is the obligation to pay a certain amount of money; and/or
c. revocation of the effectiveness of the Registration Statement.
(5) Administrative sanctions as referred to in paragraph (4) letter b and letter c 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 administrative sanctions as referred to in paragraph (4) letter c. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the legislation in the Capital Market sector. https://jdih.ojk.go.id/
CHAPTER XII
TASKS AND RESPONSIBILITIES OF THE REGIONAL BOND AND REGIONAL SUKUK MANAGEMENT UNIT
Article 80
(1) The Issuer is required to have a unit that performs the management function for Regional Bonds and/or Regional Sukuk.
(2) The Regional Bond and/or Regional Sukuk management unit as referred to in paragraph (1) is required to perform at least the following tasks:
a. follow developments in the Capital Market, specifically the applicable legislation in the Capital Market sector; b. provide input to the Issuer to comply with the legislation in the Capital Market sector;
c. assist the Issuer in the implementation of accountability for Regional Bonds and/or Regional Sukuk, which at least includes:
CHAPTER XIII
OTHER PROVISIONS
Article 81
In addition to administrative sanctions as referred to in this Financial Services Authority Regulation, the Financial Services Authority may take specific actions against any Party that violates the provisions of this Financial Services Authority Regulation. https://jdih.ojk.go.id/
Article 82
The Financial Services Authority may announce the imposition of administrative sanctions as referred to in this Financial Services Authority Regulation and specific actions as referred to in Article 81 to the public.
CHAPTER X
CLOSING PROVISIONS
Article 83
At the time this Financial Services Authority Regulation comes into force:
a. Financial Services Authority Regulation Number 61/POJK.04/2017 concerning Registration Statement Documents in the Framework of the Public Offering of Regional Bonds and/or Regional Sukuk (State Gazette of the Republic of Indonesia Year 2017 Number 282, Supplement to the State Gazette of the Republic of Indonesia Number 6150); b. Financial Services Authority Regulation Number 62/POJK.04/2017 concerning the Form and Content of Prospectus and Short Prospectus in the Framework of the Public Offering of Regional Bonds and/or Regional Sukuk (State Gazette of the Republic of Indonesia Year 2017 Number 283, Supplement to the State Gazette of the Republic of Indonesia Number 6151); and
c. Financial Services Authority Regulation Number 63/POJK.04/2017 concerning Reports and Announcements by Issuers of Regional Bonds and/or Regional Sukuk (State Gazette of the Republic of Indonesia Year 2017 Number 284, Supplement to the State Gazette of the Republic of Indonesia Number 6152),
are repealed and declared invalid.
Article 84
This Financial Services Authority Regulation comes into force on the date of its promulgation. https://jdih.ojk.go.id/
This copy is in accordance with the original
Director of Legal Development
Legal Department
Aat Windradi
To ensure everyone knows, order the promulgation of this Financial Services Authority Regulation by placing it in the State Gazette of the Republic of Indonesia.
Established in Jakarta on June 25, 2024
CHAIRMAN OF THE COMMISSIONERS BOARD
FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA,
MAHENDRA SIREGAR
Promulgated in Jakarta on July 9, 2024
MINISTER OF LAW AND HUMAN RIGHTS
REPUBLIC OF INDONESIA,
YASONNA H. LAOLY
STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2024 NUMBER 14/OJK ttd https://jdih.ojk.go.id/
EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 10 OF 2024
CONCERNING
ISSUANCE AND REPORTING OF REGIONAL BONDS AND REGIONAL SUKUK
I. GENERAL
Regional Governments play a strategic role in supporting national development that is evenly distributed throughout Indonesia; however, in efforts to support national development, Regional Governments face limitations in regional fiscal capacity. To address regional fiscal capacity issues, it is necessary to expand regional fiscal financing sources by utilizing funding sources in the Capital Market by Regional Governments through the Public Offering of Regional Bonds and/or Regional Sukuk.
In 2017, the Financial Services Authority established 3 (three) regulations regarding Regional Bonds and/or Regional Sukuk as follows:
However, there are still several obstacles in implementing the issuance of Regional Bonds and/or Regional Sukuk, so that to date no region has utilized this financing source. Therefore, the Government has ratified Law Number 1 of 2022 concerning Central and Regional Government Financial Relations. This Law is an improvement of Law Number 33 of 2004 concerning Financial Balancing between the Central Government and Regional Governments.
As a follow-up to Law Number 1 of 2022 concerning Central and Regional Government Financial Relations, the Government has established Government Regulation Number 1 of 2024 concerning Harmonization of National Fiscal Policy.
The provisions in these laws and regulations impact the provisions regulated in the Financial Services Authority Regulations. In addition, several other provisions in the three Financial Services Authority Regulations also need to be adjusted and perfected to support Regional Governments in issuing Regional Bonds and/or Regional Sukuk.
For adjustment and alignment with legislation, there is new material content regarding Regional Bonds and/or Regional Sukuk that needs to be added and simplified into 1 (one) new Financial Services Authority Regulation, which is the result of merging the material content of the three Financial Services Authority Regulations related to Regional Bonds and/or Regional Sukuk. https://jdih.ojk.go.id/
As an improvement to previous Financial Services Authority Regulations, new content has been added, adjusted, replaced, and deleted in the Financial Services Authority Regulation, including:
II. ARTICLE BY ARTICLE
Article 1
It is clear enough.
Article 2
It is clear enough.
Article 3
It is clear enough.
Article 4
It is clear enough.
Article 5
Adjustment of Material Information or Material Facts is not limited only to Material Information or Material Facts as regulated in this Financial Services Authority Regulation. Material Information or Material Facts includes, among others, the interest rate of Regional Bonds and/or the yield of Regional Sukuk.
Article 6
The term "responsible" refers to responsibility as referred to in Law Number 8 of 1995 concerning the Capital Market.
The term "underwriter" refers to the Party appointed by the Issuer as the underwriter as referred to in Law Number 8 of 1995 concerning the Capital Market.
Article 7
It is clear enough.
Article 8
It is clear enough.
Article 9
It is clear enough.
Article 10
Paragraph (1)
It is clear enough.
Paragraph (2)
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
It is clear enough.
Letter g
The term "activity" includes, among others, a part of a program consisting of a set of actions involving the deployment of resources, whether human resources, capital goods, including equipment and technology, funds, or a combination of some or all types of these resources as inputs to produce outputs in the form of goods or services. Letter h It is clear enough. Letter i It is clear enough. Letter j It is clear enough. Letter k It is clear enough. Letter l It is clear enough. Letter m Examples of documents that can be announced to the public without harming the Issuer's interests include the appraiser's report on assets.
Article 11
It is clear enough.
Article 12
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
Example:
Date of LKPD Province A 31 December 2024.
Effective date of the Registration Statement for the Public Offering of Regional Bonds of Province A 30 June 2026.
Thus, the time period between the effective date of the Registration Statement and the date of LKPD Province A has exceeded 12 (twelve) months, so the Issuer is required to provide information on the Regional Budget Realization Report as of 30 March 2026 on the Issuer's website.
Article 13
Paragraph (1)
Information and/or other documents that are not part of the Registration Statement are not intended to be announced to the public because they may harm the Issuer's interests. Paragraph (2) It is clear enough. Paragraph (3) It is clear enough.
Article 14
It is clear enough.
Article 15
It is clear enough.
Article 16
It is clear enough.
Article 17
Paragraph (1)
Letter a
It is clear enough.
Letter b
The term "daily newspaper in Indonesian" can be in printed form or in the form of a digital newspaper.
Paragraph (2)
It is clear enough.
Article 18
It is clear enough.
Article 19
Paragraph (1)
Letter a
It is clear enough.
Letter b
See the explanation of Article 17 paragraph (1) letter b.
Paragraph (2)
It is clear enough.
Article 20
Paragraph (1)
Letter a
It is clear enough.
Letter b
See the explanation of Article 17 paragraph (1) letter b.
Paragraph (2)
It is clear enough.
Article 21
It is clear enough.
Article 22
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
It is clear enough.
Letter g
It is clear enough.
Letter h
It is clear enough.
Letter i
It is clear enough.
Letter j
Important events after the date of the audit report of the Audit Board of the Republic of Indonesia include, among others, the receipt of grants. For example, participation or capital addition to state-owned enterprises. Letter k It is clear enough. Letter l It is clear enough. Letter m It is clear enough. Letter n It is clear enough. Letter o It is clear enough. Letter p The term "Other Parties" includes, among others, experts. Letter q It is clear enough. Letter r It is clear enough. Letter s It is clear enough. Letter t It is clear enough. Letter u It is clear enough. Letter v It is clear enough. Letter w Other information includes, among others, a summary of the appraiser's report or the expert's report. Letter x It is clear enough. Letter y It is clear enough. Letter z It is clear enough.
Article 23
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
It is clear enough.
Letter g
In practice, electronic mail is called e-mail.
Letter h
It is clear enough.
Letter i
Number 1
It is clear enough.
Number 2
It is clear enough.
Number 3
It is clear enough.
Number 4
It is clear enough.
Number 5
It is clear enough.
Number 6
Disclosure of yield includes margin, service fee, or profit-sharing ratio according to the characteristics of the Shariah Contract. Number 7 It is clear enough. Number 8 It is clear enough. Number 9 It is clear enough. Number 10 It is clear enough. Number 11 It is clear enough. Number 12 In practice, the repayment fund reserve is called a sinking fund. Number 13 It is clear enough. Letter j It is clear enough. Letter k It is clear enough. Letter l Examples of direct statements that can attract readers' attention include statements made using specific colors, font types, or sizes. Letter m It is clear enough. Letter n Number 1 The term "main risks faced by the Issuer" refers to the most dominant main risks faced by the Issuer. Number 2 It is clear enough.
Article 24
It is clear enough.
Article 25
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
Examples of Parties assisting in the preparation of the Prospectus include financial advisors.
Letter f
It is clear enough.
Article 26
It is clear enough.
Article 27
It is clear enough.
Article 28
Letter a
Number 1
It is clear enough.
Number 2
It is clear enough.
Number 3
It is clear enough.
Number 4
It is clear enough.
Number 5
It is clear enough.
Number 6
See the explanation of Article 23 letter i number 6.
Number 7
The date of principal repayment may differ from the maturity date if the principal of the Regional Bonds is not paid all at once at maturity. Number 8 It is clear enough. Number 9 Letter a The term "assets" refers to activities that are the basis for the issuance of Regional Sukuk. Letter b It is clear enough. Letter c It is clear enough. Letter d It is clear enough. Letter e It is clear enough. Letter f It is clear enough. Letter b Number 1 It is clear enough. Number 2 It is clear enough. Number 3 It is clear enough. Number 4 It is clear enough. Number 5 Details of important points of the debt guarantee agreement include, among others, dispute resolution, guarantees provided by the Issuer. Letter c It is clear enough. Letter d It is clear enough. Letter e It is clear enough. Letter f It is clear enough. Letter g In practice, the repayment fund reserve is called a sinking fund. Letter h It is clear enough. Letter i Restrictions or prohibitions aimed at protecting holders of Regional Bonds and/or Regional Sukuk include, among others:
a. requirements for certain financial ratios; and b. restrictions on additional debt.
Letter j
In practice, electronic mail is called e-mail.
Article 29
Letter a
It is clear enough.
Letter b
The term "default condition" refers to a condition where the Issuer may be declared in default if the Issuer does not implement or comply with the provisions in the Trust Deed. Letter c It is clear enough. Letter d It is clear enough.
Article 30
It is clear enough.
Article 31
It is clear enough.
Article 32
It is clear enough.
Article 33
It is clear enough.
Article 34
Letter a
In practice, underwriting service fees are called underwriting fees.
Letter b
In practice, management service fees are called management fees.
Letter c
In practice, sales service fees are called selling fees.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
In practice, financial advisory service fees are called financial advisory fees.
Letter g
It is clear enough.
Article 35
It is clear enough.
Article 36
Paragraph (1)
Letter a
The term "audited LKPD that is the source of data" refers to the latest audited LKPD period audited by the Audit Board.
Letter b
The budget realization report presents an overview of sources, allocation, and use of financial resources managed by the central/regional government, which describes the comparison between the budget and its realization in one reporting period. The budget realization report consists of revenue, expenditure, transfers, and financing. Letter c It is clear enough. Paragraph (2) It is clear enough.
Article 37
This brief description aims to provide an explanation regarding financial conditions, changes in financial conditions at the time the Prospectus is issued, and those expected in the future.
Article 38
Paragraph (1)
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
In practice, amounts still owed are called outstanding.
Letter e
It is clear enough.
Paragraph (2)
It is clear enough.
Article 39
Letter a
The term "main risk" refers to risks that have a significant influence on the regional revenue and expenditure budget.
Letter b
Other risks related to the Issuer include, among others, regional expansion, unmet revenue targets of the Issuer, central government policies or regulations, geographical conditions, and demographic conditions. Letter c It is clear enough. Letter d Risks for investors include, among others, the risk of illiquidity of regional bonds and/or regional sukuk offered by the region and the decline in the price of Regional Bonds and/or Regional Sukuk. Letter e It is clear enough.
Article 40
See the explanation of Article 22 letter j.
Article 41
It is clear enough.
Article 42
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
The Regional Bond and/or Regional Sukuk management unit can be an existing unit with the addition of a new function, namely managing Regional Bonds and/or Regional Sukuk.
Article 43
Information on activities financed with Regional Bonds and/or Regional Sukuk refers to the terms of reference as referred to in the Minister of Finance's regulation regarding the procedures for the issuance and accountability of Regional Bonds and Regional Sukuk. Letter a The term "Parties carrying out activities to be financed with Regional Bonds and/or Regional Sukuk" refers to work units within the Issuer that carry out activities to be financed with Regional Bonds and/or Regional Sukuk. Letter b Number 1 It is clear enough. Number 2 It is clear enough. Number 3 It is clear enough. Number 4 It is clear enough. Number 5 The term "value" refers to funds allocated to complete activities. Number 6 It is clear enough. Number 7 It is clear enough. Letter c Number 1 The term "start of activity operation" refers to the time when the activity is completed and ready for use. Number 2 It is clear enough. Number 3 It is clear enough. Number 4 It is clear enough. Letter d It is clear enough.
Article 44
It is clear enough.
Article 45
It is clear enough.
Article 46
Paragraph (1)
The term "Capital Market Supporting Institution" includes, among others, securities administration bureaus.
The term "Capital Market Supporting Profession" includes, among others:
Article 47
It is clear enough.
Article 48
It is clear enough.
Article 49
It is clear enough.
Article 50
It is clear enough.
Article 51
It is clear enough.
Article 52
It is clear enough.
Article 53
Letter a
The term "Shariah compliance statement" is a statement declaring that Regional Sukuk has met Shariah Principles in the Capital Market. Letter b It is clear enough. Letter c It is clear enough.
Article 54
It is clear enough.
Article 55
It is clear enough.
Article 56
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Letter f
It is clear enough.
Letter g
It is clear enough.
Letter h
It is clear enough.
Letter i
In practice, electronic mail is called e-mail.
Letter j
It is clear enough.
Letter k
It is clear enough.
Letter l
It is clear enough.
Letter m
Interest rate and/or yield or remuneration ranges are not the final interest rate and/or yield or remuneration levels. Interest rates and/or yields or remuneration can be outside the range. Letter n It is clear enough. Letter o It is clear enough. Letter p It is clear enough. Letter q It is clear enough. Letter r It is clear enough. Letter s It is clear enough. Letter t It is clear enough. Letter u It is clear enough. Letter v It is clear enough. Letter w It is clear enough. Letter x It is clear enough. Letter y It is clear enough. Letter z In practice, the repayment fund reserve is called a sinking fund. Letter aa It is clear enough. Letter bb It is clear enough. Letter cc It is clear enough. Letter dd It is clear enough. Letter ee It is clear enough. Letter ff It is clear enough. Letter gg It is clear enough. Letter hh It is clear enough. Letter ii The purpose of the Issuer estimating the date the Prospectus is issued is to provide information about changes and/or additional information to potential investors. Letter jj It is clear enough. Letter kk It is clear enough. Letter ll It is clear enough.
Article 57
It is clear enough.
Article 58
It is clear enough.
Article 59
It is clear enough.
Article 60
It is clear enough.
Article 61
It is clear enough.
Article 62
It is clear enough.
Article 63
It is clear enough.
Article 64
It is clear enough.
Article 65
It is clear enough.
Article 66
It is clear enough.
Article 67
Provisions of legislation in the Capital Market sector applicable to the Issuer regarding reporting and announcements as well as governance do not apply to Issuers issuing Regional Bonds and/or Regional Sukuk, including:
a. Financial Services Authority Regulation regarding the submission of periodic financial reports of Issuers or public companies; b. Financial Services Authority Regulation regarding the board of directors and board of commissioners of Issuers or public companies;
c. Financial Services Authority Regulation regarding the nomination and remuneration committees of Issuers or public companies;
d. Financial Services Authority Regulation regarding the company secretary of Issuers or public companies; e. Financial Services Authority Regulation regarding the website of Issuers or public companies; f. Financial Services Authority Regulation regarding the report on the use of proceeds from the Public Offering; g. Financial Services Authority Regulation regarding the disclosure of material information or material facts by Issuers or public companies; h. Financial Services Authority Regulation regarding the formation and implementation of audit committees;
i. Financial Services Authority Regulation regarding the formation and establishment of internal audit units;
j. Financial Services Authority Regulation regarding the annual report of Issuers or public companies; k. Financial Services Authority Regulation regarding information disclosure for Issuers or public companies that have filed for bankruptcy; and
l. Financial Services Authority Regulation regarding the continuous offering of debt securities and/or sukuk.
Article 68
It is clear enough.
Article 69
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
Letter a
The term "statement of responsibility" of the Head of Region refers to the statement of responsibility as referred to in the Minister of Home Affairs' Regulation regarding Guidelines for the Implementation of Review of Regional Government Financial Statements. Letter b In practice, the Issuer's financial ratio for loan repayment is also known as the debt service coverage ratio.
Article 70
The LKPD document is submitted in portable document format (PDF).
Article 71
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
In practice, the Issuer's financial ratio for loan repayment is also known as the debt service coverage ratio.
Article 72
It is clear enough.
Article 73
It is clear enough.
Article 74
It is clear enough.
Article 75
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
Letter a
The term "material change" refers to:
a. a change in one of the elements of the use of funds where the amount of change is 20% (twenty percent) or more of the total Public Offering; and/or b. a change in the use of funds that differs from the planned use of funds in the Prospectus or the result of the General Meeting of Holders of Regional Bonds and/or Regional Sukuk, even if the value is below 20% (twenty percent) of the total Public Offering. Letter b It is clear enough.
Article 76
It is clear enough.
Article 77
It is clear enough.
Article 78
It is clear enough.
Article 79
It is clear enough.
Article 80
The term "unit carrying out the function of managing Regional Bonds and/or Regional Sukuk" refers to the unit as regulated in the Minister of Finance's regulation regarding the procedures for the issuance and accountability of Regional Bonds.
Article 81
The term "certain actions" includes, among others, the postponement of the issuance of the effectiveness statement for the Registration Statement for the Public Offering of Regional Bonds and/or Regional Sukuk.
Article 82
The announcement of the imposition of administrative sanctions and certain actions by the Financial Services Authority can be done, among others, through the Financial Services Authority's website or the Financial Services Authority's annual report.
Article 83
It is clear enough.
Article 84
It is clear enough.
SUPPLEMENT TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 82/OJK
APPENDIX
FINANCIAL SERVICES AUTHORITY REGULATION
NUMBER 10 OF 2024
CONCERNING
THE ISSUANCE AND REPORTING OF REGIONAL BONDS AND REGIONAL SUKUK
Format 1
LETTER OF INTRODUCTION FOR REGISTRATION STATEMENT Number : ... (domicile), ... (date) Attachment :
Subject : Letter of Introduction for
Registration Statement in the framework of the Public Offering of Regional Bonds and/or Regional Sukuk* Issuer Name To Honorable Commissioners Financial Services Authority Attention : Head of Executive Supervisor of Capital Market, Derivative Finance, and Carbon Exchange in Jakarta
Hereby we submit the Registration Statement for the Public Offering of Regional Bonds and/or Regional Sukuk* in ... copies as follows:
THE STATEMENTS OR INFORMATION CONTAINED IN THE REGISTRATION STATEMENT ARE TRUE AND THERE ARE NO MATERIAL FACTS OMITTED FROM THE REGISTRATION STATEMENT THAT ARE NECESSARY TO MAKE THE REGISTRATION STATEMENT NOT MISLEADING.
Head of Region
(Issuer Name)
…………………..
(full name and signature)
Format 2
ISSUER STATEMENT
We, the undersigned, Head of Region
(Governor/Mayor/Regent) of:
Issuer : ................................................................................
Address : ................................................................................
Telephone and fax : .................................................................................
In the framework of the Public Offering of Regional Bonds and/or Regional Sukuk* in the amount of ....................., we declare truthfully that:
... (domicile), … (date)
Head of Region
(Issuer Name)
………………..
(full name and signature)
Format 3
STATEMENT OF UNDERWRITER FOR SECURITIES ISSUANCE We, the undersigned, members of the Board of Directors and members of the Board of Commissioners, each representing the Board of Directors and the Board of Commissioners of:
Securities Issuance Underwriter : ...............................................................
Address : ...............................................................
In the context of the Public Offering of Regional Bonds and/or Regional Sukuk* amounting to ............. with a total value of Rp.......…(…rupiah), we hereby declare that:
The Registration Statement submitted to the Financial Services Authority (OJK) in the context of the Public Offering of Regional Bonds and/or Regional Sukuk* on date .............................. is complete and in accordance with the requirements stipulated in the legislation in the Capital Market sector.
We are confident that the submitted Registration Statement does not contain untrue or misleading statements, information, or facts.
We are confident that all Material Information or Facts required by investors for making investment decisions have been fully disclosed, are accurate, and are not misleading.
We have reviewed the Registration Statement and have submitted written questions and requests for information to the Issuer and Capital Market Supporting Professions whose names are listed in the Registration Statement. These questions and requests for information have been answered in writing and have covered all Material Information or Facts that investors must know as considerations for making investment decisions to buy or sell the offered securities.
We have reviewed all information or facts provided by the Issuer and Capital Market Supporting Professions. Based on our review of all answers and information or facts provided by the Issuer and Capital Market Supporting Professions, we conclude that the information or facts presented are complete and accurate.
We are fully aware that there is a possibility of civil lawsuits or criminal charges if it is found that there are untrue, misleading information or facts, or a failure to disclose Material Information or Facts in the Registration Statement in connection with this Public Offering.
We have not made any other agreements with the Issuer or other Securities Issuance Underwriters in the context of this Public Offering other than those disclosed in the Registration Statement.
We are willing to submit all information or reports required and requested by the Financial Services Authority (OJK) in accordance with the legislation in the Capital Market sector.
We promise to provide the same information, both to Indonesian and foreign prospective investors, simultaneously.
(domicile), … (date/month/year)
Board of Commissioners Board of Directors
(clear name and signature) (clear name and signature)
Format 4
STATEMENT OF CAPITAL MARKET SUPPORTING PROFESSION We, the undersigned:
Name of Capital Market Supporting Profession : .......................................................
Name of Director/Partner : .......................................................
Address : .......................................................
STTD Number : .......................................................
acting as a Capital Market Supporting Profession notary/legal consultant in the context of the Public Offering of Regional Bonds and/or Regional Sukuk* amounting to ....................... conducted by (Issuer Name) hereby declare that:
We are responsible for the opinions we provide, which are part of the Registration Statement.
As Capital Market Supporting Professions, in carrying out our duties, we have acted in accordance with professional norms or standards and the professional code of ethics of ............. notary/legal consultant.
As Capital Market Supporting Professions, in carrying out our duties, we have acted independently and do not have conflicts of interest with the Issuer and other Capital Market Supporting Professions.
We are responsible for the review of the Registration Statement and have submitted written questions and requests for information to the Issuer and requests for information or facts to other parties deemed necessary. We have received answers from other parties and in writing from the Issuer. The procedures we have carried out are in accordance with our professional norms or standards and the legislation in the Capital Market sector.
We are confident that the submitted Registration Statement does not contain untrue and/or misleading statements, information, or facts, and/or fails to disclose Material Information or Facts required, so that the information in the Registration Statement and Prospectus for the Public Offering of Regional Bonds and/or Regional Sukuk* does not provide a misleading picture.
We are confident that there are no obstacles to the implementation of this Public Offering.
We are responsible for the opinions we make in the context of this Public Offering, and we have also read the entire Prospectus and Registration Statement documents, primarily to check whether the information or facts contained do not contradict our opinions.
In the event that untrue, misleading information or facts are found, or information or facts that should have been disclosed are not yet or are not disclosed, so that the Prospectus and other Registration Statement documents in the context of the Public Offering of Regional Bonds and/or Regional Sukuk* do not provide a misleading picture, we promise to promptly submit such information or facts to the Financial Services Authority (OJK) both before and after the Registration Statement becomes effective.
................. (place), ............... (date, month, year) Capital Market Supporting Profession (Notary/Legal Consultant) ……………….. (clear name and signature)
Established in Jakarta
On the date of 25 June 2024
CHAIRMAN OF THE COMMISSIONERS BOARD
FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA, signature
MAHENDRA SIREGAR
This copy is in accordance with the original
Director of Legal Development
Legal Department
Aat Windradi
Format 5
REPORT ON THE REALIZATION OF THE USE OF PROCEEDS FROM THE PUBLIC OFFERING OF GOVERNMENT (PROVINCE/REGENCY/CITY*) … For …...
No. Type of Public Offering Effective Date Realization Value of Public Offering Proceeds Planned Use of Funds Realized Use of Funds Remaining Proceeds from Public Offering Total Proceeds from Public Offering Offering Costs Net Proceeds … … … … Total … … … … Total 1. 2. Total Notes:
a. The Type of Public Offering column includes, among others, Public Offering of Regional Bonds or Regional Sukuk. b. The disclosure of details of costs incurred in the implementation of the Public Offering is presented in a separate sheet which is an integral part of this report.
c. The Planned Use of Funds column is disclosed based on the Prospectus.
d. The Realized Use of Funds column is disclosed in accordance with the Planned Use of Funds column. e. The description of the planned or realized use of funds is presented in a separate sheet which is an integral part of this report. f. The disclosure of details of the remaining proceeds from the Public Offering is presented in a separate sheet which is an integral part of this report.
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Source: Otoritas Jasa Keuangan (Financial Services Authority) — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works
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