Capital markets in Indonesia

Assegaf Hamzah & Partners

Assegaf Hamzah & Partners handles high-value and high-profile capital markets deals for companies, underwriters, financial institutions, and investment banks, advising on domestic and international public and private debt and equity offerings. Practice head Putu Suryastuti has over 20 years’ experience of IPOs, secondary offerings and private placements, with a focus on the financial services, telecoms, aviation and manufacturing sectors. Managing partner Bono Daru Adji is also active in the team alongside co-founder Ahmad Fikri Assegaf, who has 25 years’ experience in capital markets transactions. Mohammad Renaldi Zulkarnain is experienced in commercial and securities regulation, and senior associate Astrid Widyakartika left in July 2021 for an in-house role at the Indonesia Investment Authority.

Practice head(s):

Putu Suryastuti

Other key lawyers:

Bono Daru Adji; Mohammad Renaldi Zulkarnain; Intan Paramita; Ahmad Fikri Assegaf; Tunggul Purusa Utomo

Testimonials

‘Great well-resourced team who are very knowledgeable and experienced.’

‘They have a long relation with us, so they know our company’s condition more than others.’ 

‘We have been working with the same partner for 15 years and her opinions and views always consider our business and company.’

Key clients

The Government of the Republic of Indonesia

PT Indonesia Asahan Aluminium (Persero)

PT Medco Energi Internasional Tbk. – Energy Resources (oil and gas)

PT Medco Power Indonesia

PT Pelabuhan Indonesia III (Persero)

PT Pelabuhan Indonesia IV (Persero)

PT Bank Mandiri (Persero) Tbk

PT Bank Jago Tbk

PT Bank China Construction Bank Indonesia Tbk

PT Bank Tabungan Pensiunan Nasional Syariah Tbk.

PT Chandra Asri Petrochemical Tbk.

PT Barito Pacific Tbk.

PT Merdeka Copper Gold Tbk

PT XL Axiata Tbk.

PT DCI Indonesia Tbk.

PT Indointernet Indonesia Tbk.

PT Sarimelati Kencana Tbk.

PT Semen Indonesia (Persero) Tbk

PT Alam Sutera Realty Tbk

PT Urban Jakarta Propertindo Tbk.

PT Saratoga Investama Sedaya Tbk

PT Indika Energy Tbk.

PT Sri Rejeki Isman Tbk.

PT Indonesia Infrastructure Finance

PT Bukalapak.com Tbk

PT GoTo Gojek Tokopedia Tbk

Work highlights

  • Advised Joint Lead Managers on Government of the Republic of Indonesia issuance of a $3.25bn Sukuk offering comprising of $1.75bn 5-year and $1.5bn 10-year (Green) Reg S/144A Trust Certificate due 2027 and 2032 respectively (the “Wakala Sukuk”).
  • Acted as the Indonesian legal counsel to Bukalapak, an Indonesian-based technology company founded in 2010 in their IPO on 6 August 2021. The shares were also offered to international investors under Rule 144A/Reg. S of the US Securities Act 1933.
  • Acting as Indonesian legal counsel to GoTo on its IPO on 11 April 2022.

Ginting & Reksodiputro in association with Allen & Overy

Under the leadership of Harun Reksodiputro and Daniel Ginting, the international capital markets team at Ginting & Reksodiputro in association with Allen & Overy continues to handle cross-border capital markets transactions with the ability to advise on Indonesian, English, New York and US federal securities law. The practice has well-established relationships with key issuers and underwriters, and advises on both debt and equity work, including conventional and Islamic transactions, liability management and restructuring matters. Reksodiputro is recommended for debt and equity securities, and sovereign and M&A transactions, while Ginting is well regarded for public offerings, Rule 144A/Reg S, bonds and right issues. Counsel Andrew Mohammad is a name for capital markets and corporate transactions.

Practice head(s):

Harun Reksodiputro; Daniel Ginting

Other key lawyers:

Andrew Mohammad; Sugianto Osman

Testimonials

‘They have a lot of capable lawyers and are very cooperative.’

‘The managing partner and senior associate are capable and understand what the client needs.’

‘They provide the solution, not another problem.’

Key clients

Republic of Indonesia

PT Bank Mandiri (Persero) Tbk

PT Bank CIMB Niaga Tbk

PT Indosat Tbk

The underwriters

Bank Muamalat Indonesia

Bank Muamalat Indonesia

Macquarie Capital

Work highlights

  • Advised the Republic of Indonesia on its issue of EUR500 million 1.3% bonds due 2034, the first-ever SDG eurobond by a sovereign in Asia, and $600m 2.2% bonds due 2031 and $650m 3.2% bonds due 2061, in a triple-tranche takedown from its SEC-registered shelf.
  • Advised Indosat on its $6bn merger with H3I, majority owned by CK Hutchinson, to create a new world class digital telco for Indonesia.
  • Advised Bank Muamalat Indonesia on its rights issue and Tier 2 Sukuk issuance.

Hadiputranto, Hadinoto & Partners, a member firm of Baker McKenzie

Hadiputranto, Hadinoto & Partners, a member firm of Baker McKenzie’s capital markets practice is headed by Iqbal Darmawan and advises local and multinational companies on high-profile domestic and international public offerings. It has strong relationships with regulators and acts for both issuers and underwriters on a range of transactional issues, including Regulation S and Regulation 144A matters. Darmawan handles both equity and debt capital markets transactions and is experienced in the IT, plantations, healthcare, mining and transportation sectors. In addition to his transactional expertise, Darmawan advises on corporate governance and regulatory matters.

Practice head(s):

Iqbal Darmawan

Key clients

PT Dayamitra Telekomunikasi (Mitratel)

PT Bank Negara Indonesia (Persero) Tbk

PT Archi Indonesia Tbk

PT Matahari Putra Prima Tbk.

PT Indofood CBP Sukses Makmur Tbk

Deutsche Bank AG

BNI Securities Pte. Ltd.

Mandiri Securities Pte. Ltd.

Natixis

SMBC Nikko Securities (Hong Kong) Limited

UBS AG

DBS Bank Ltd.

Mizuho Securities (Singapore) Pte. Ltd.

Oversea-Chinese Banking Corporation Limited

Work highlights

  • Advised Mitratel as it debuted on Indonesia Stock Exchange (IDX) via initial public (“IPO”) offering by issuing 23.4 billion shares to the public at IDR 800 per share.
  • Advised BNI on its issuance of The Additional Tier 1 Perpetual Non-Cumulative Capital Securities (“Capital Securities”) in principal amount of $600m with an interest rate of 4.3% per year.
  • Acting as the Issuer (PT Archi Indonesia Tbk) in connection with its initial public offering of IDR2,793,937,500,000, where the offering was done outside the United States in offshore transactions in accordance with Regulation S under the US Securities Act of 1933, as amended (“US Securities Act”) and (ii) in the United States only to “qualified institutional buyers” (as defined in Rule 144A under the US Securities Act) in reliance on an exemption under the US Securities Act.

Hiswara Bunjamin & Tandjung in association with Herbert Smith Freehills

Hiswara Bunjamin & Tandjung in association with Herbert Smith Freehills acts for foreign arrangers and underwriters on both onshore and offshore components of capital markets offerings and public M&A. The practice is well-placed to handle cross-border deals by virtue of the Herbert Smith Freehills international network and has strong relationships with domestic issuers, which it advises on IPOs and rights issues. The team is jointly led by David Dawborn, Tjahjadi Bunjamin and Viska Kharisma Fajarwati; Dawborn is well-versed in cross-border securities transactions, while Bunjamin acts for multinational financial institutions and leading domestic companies on capital markets and financing transactions; Fajarwati is active in the banking, fintech and manufacturing sectors.

Practice head(s):

David Dawborn; Tjahjadi Bunjamin; Viska Kharisma Fajarwati

Testimonials

‘HBT law firm has good quality in terms of responsiveness, up-to-date with the common issues, using advanced IT infrastructure.’

‘HBT Law firm treated customers with an impactful mindset where the best output and outcome come first during the services.’

‘Common values shared between the individuals are tenacity and reliability, as well as professionalism during the work.’

‘The individuals also represent digital savviness when serving the client’s needs.’

Key clients

BNP Paribas

CIMB Niaga Sekuritas

CLSA Sekuritas Indonesia

Credit Suisse

Deutsche Bank

Goldman Sachs

HSBC

Mandiri Sekuritas

Morgan Stanley

Standard Chartered Bank

OCBC

Bank UOB Indonesia

Work highlights

  • Advised API (Hong Kong) Investment Limited (Ant Group) on its pre-IPO investment into PT Bukalapak.com Tbk, and on Bukalapak’s subsequent IPO, valued at US$1.51bn and one of the largest IPOs in Indonesia in 2021.
  • Advised the underwriters on the Republic of Indonesia’s tender offer and issue of $1.25bn and EUR500m in green bonds and sovereign bonds, which was Indonesia’s first Sustainable Development Goals (SDG) bond issuance
  • Advised PT CLSA Sekuritas Indonesia, PT Credit Suisse Sekuritas Indonesia and PT Deutsche Sekuritas Indonesia as the underwriters in the IPO of PT GoTo Gojek Tokopedia Tbk (GoTo Group).

Makes & Partners

Makes & Partners advises clients on the full life cycle of transactions, including IPOs and M&A. The firm has strong relationships with government and regulatory authorities, enabling it to handle merger transactions in highly regulated sectors with ease. The team is led by Iwan Setiawan, Bernardus Billy, Yozua Makes and Antonius Setianto. Setiawan is chairman of the Indonesian Capital Markets Legal Consultants Association (HKHPM) and has been leading the firm’s practice for 25 years. Founding partner Makes has over 30 years’ experience in capital markets and is no stranger to cross-border transactions, while Billy handles both equity and debt capital market deals, and acts for issuers and underwriters.

Practice head(s):

Iwan Setiawan; Bernardus Billy; Yozua Makes; Antonius Setianto

Key clients

PT Sarana Menara Nusantara Tbk.

PT Profesional Telekomunikasi Indonesia

PT Link Net Tbk

PT Tiga Pilar Sejahtera Food Tbk.

PT Bentoel International Investama Tbk.

PT Agung Podomoro Land Tbk.

PT Golden Energy Mines Tbk.

PT Kalbe Farma Tbk.

PT Kawasan Industri Jababeka Tbk.

PT Aneka Gas Industri Tbk.

PT Ciputra Development Tbk.

PT Lippo Karawaci Tbk.

PT Soechi Lines Tbk.

PT Net Visi Media Tbk.

Djarum Group

Work highlights

  • Advised (i) PT Mandiri Sekuritas (ii) PT BRI Danareksa Sekuritas as the Joint Lead Underwriters, (iii) Hongkong and Shanghai Banking Corporation Limited (Singapore Branch) (iv) J.P Morgan Securities PLC and (v) Morgan Stanley Asia (Singapore) Pte. Ltd as the International Selling Agents in the mega IPO of PT Dayamitra Telekomunikasi Tbk. It was hailed as the second largest IPO in the history of the IDX to date with a deal value of approximately $1.32bn.
  • Advised Golden Energy and Resources Limited in the issuance of $286m Notes due 2026.
  • Advised PT Profesional Telekomunikasi Indonesia on the $1.1bn acquisition of 94.03% shares in PT Solusi Tunas Pratama Tbk. (“STP”) by Protelindo, the largest independent tower company in Indonesia with more than 28,000 towers and nearly 53,000 tenants, from certain sellers (the “Sellers”) through a rigorous bidding process and the Mandatory Tender Offer of PT Sarana Menara Nusantara Tbk (“SMN”).

Witara Cakra Advocates (WCA) in exclusive association with White & Case LLP Indonesia

With Kristo Molina at the helm, Witara Cakra Advocates (WCA) in exclusive association with White & Case LLP Indonesia continues to act for leading financial institutions and corporates on IPOs, rights issues, notes offering, M&A and regulatory matters. It acts for issuers and underwriters, and has considerable experience in cross-border transactions, working closely with the White & Case international network. Molina is supported by Fajar Ramadhan, who is recommended for international bond offerings, debt financings, debt restructurings and project finance.

Practice head(s):

Kristo Molina

Other key lawyers:

Fajar Ramadhan

Key clients

Citigroup

CLSA Limited

Credit Suisse

CVC Capital Partners

Deutsche Bank AG

International Finance Corporation

Merrill Lynch (Singapore) Pte. Ltd.

PT Avia Avian Tbk.

PT Mandiri Sekuritas

UBS AG

UOB Kay Hian Private Limited

Standard Chartered Bank

Work highlights

  • Advised UBS AG Singapore Branch and Merrill Lynch (Singapore) Pte. Ltd. as joint global coordinators and international selling agents, and PT Mandiri Sekuritas and PT Buana Capital Sekuritas as joint lead managing underwriters, in relation to the initial public offering of PT Bukalapak.com Tbk. (“Bukalapak”) on the Indonesian Stock Exchange (IDX), which included a Rule 144A/Regulation S offshore tranche.
  • Advised Citigroup Global Markets Limited and Credit Suisse (Singapore) Limited as International Joint Global Coordinators and PT BRI Danareksa Sekuritas and PT Mandiri Sekuritas as the Domestic Joint Global Coordinators on the approximately IDR95.92 trillion ($6.7bn) rights issue by PT Bank Rakyat Indonesia (Persero) Tbk. (“BRI”), an Indonesian State-owned Enterprise (“SOE”). An aggregate of 28,213,191,604 Series B Common Shares in BRI were issued, of which, 12,104,192,894 were subscribed by the public and the remaining 16,108,998,710 were subscribed by the Indonesian Government. The rights issue was fully subscribed and was the biggest transaction of this type in Southeast Asia, according to the IDX.
  • Advised the issuer, PT Avia Avian Tbk. (Avian) and certain selling shareholders, in relation to the initial public offering (IPO) of Avian on the Indonesian Stock Exchange (IDX), which includes a Rule 144A/Regulation S offshore tranche.

ABNR Counsellors at Law

ABNR Counsellors at Law advises Indonesian companies and multinational corporations on foreign and domestic debt and equity offerings. It acts for issuers and arrangers/underwriters on IPOs and secondary offerings, private placements, and medium- and long-term debt offerings, as well as sovereign bond issuances. Chandrawati Dewi heads the practice and focuses on M&A, foreign direct investment (FDI), competition and antitrust, and capital markets. Rita Taufik is another key practitioner, who is active in the financial services, manufacturing, consumer goods, and oil and gas sectors.

Practice head(s):

Chandrawati Dewi

Other key lawyers:

Rita Taufik

Hanafiah Ponggawa & Partners – Dentons HPRP

As part of the Dentons network, Hanafiah Ponggawa & Partners – Dentons HPRP is well-equipped to advise on large cross-border transactions for high-profile clients. In addition to its transactional expertise, the practice also advises on contentious matters, such disputes and capital markets arbitration, and is led by Erwin Kurnia Winenda, Fabiola Hutagalung, Michael Kaihatu and Chadri Jurnalis. Winenda has over 20 years’ experience in domestic and international transactions and is recommended for IPOs, bond offerings and rights issues, among other areas.

Practice head(s):

Erwin Kurnia Winenda; Fabiola Hutagalung; Michael Kaihatu; Chadri Jurnalis

Key clients

PT Bank Neo Commerce Tbk. (“BBYB”)

PT RHB Bank Sekuritas Indonesia

PT Hasnur Internasional Shipping, Tbk.

Work highlights

  • Assisted in $173m rights issue (PT Bank Neo Commerce Tbk.)
  • Advised PT Hasnur Internasional Shipping, Tbk. on its IPO which raised approx. $11m.
  • Advised PT RHB Bank Sekuritas Indonesia as the petitioner in arbitration proceedings before the Indonesian Capital Market Arbitration Board against several individuals (customer) on the basis of a default on an agreement.

Tjajo & Partners

Tjajo & Partners ‘considers commercial aspects to stay in line with client expectations and targets’. Key areas of expertise include debt and equity offerings, M&A, joint ventures, and corporate restructurings and organisations. Rambun Tjajo heads the team and acts for corporations, underwriters, private equity firms and investment banks on early-stage financing, follow-on equity offerings and private placements. Ken Prasadtyo joined from Hadiputranto, Hadinoto & Partners, a member firm of Baker McKenzie at the start of 2022.

Practice head(s):

Rambun Tjajo

Other key lawyers:

Melissa Butarbutar; Ken Prasadtyo

Testimonials

‘TJAJO & Partners is known to have associates who are experienced in advising clients who are public companies or institutions engaged in the capital markets area.’

‘Not only providing advice that has strong legal basis, the team at TJAJO & Partners also considers the commercial aspects in order to stay in line with client expectations and target.’

‘When compared to other law firms, the team at TJAJO & Partners is not only represented by men but is also represented by women. It is clear how TJAJO & Partners provides more spaces for women to take an important role in leading work projects.’

‘Rambun Tjajo, as the founding partner of TJAJO & Partners, has provided practical and solution-based legal opinions for us during the work project.’

‘The team at TJAJO & Partners has delivered legal documents in efficient manner.’

Key clients

PT Solusi Bangun Indonesia Tbk

PT Sarana Meditama Metropolitan Tbk

PT Energi Mega Persada Tbk

PT Waskita Karya Realty

PT Waskita Fim Perkasa

PT Central Proteina Prima Tbk

PT Bank Negara Indonesia (Persero) Tbk

PT Perusahaan Pengelola Aset (Persero) (National Asset Management Company)

PT Cemindo Gemilang

PT Bank Rakyat Indonesia Tbk

PT Apexindo Pratama Duta Tbk

PT Bakrie & Brothers Tbk

PT Buana Lintas Lautan Tbk

PT Danareksa Investment Management

Work highlights

  • Advised and assisted PT Sarana Meditama Metropolitan Tbk, an Indonesian publicly listed company running s hospital chain businesses, in its back-to-back rights issue with the aggregate transaction value amounting to $264m.
  • Advised and assisted Waskita Group members, PT Waskita Karya Realty and PT Waskita Fim Perkasa, on the issuance of each company’s medium-term notes under the newly issued OJK rules on private debts issuance.
  • Advised PT Energi Mega Persada Tbk, publicly listed company having its main business in energy infrastructure, oil and gas, in its recent IDR 1.82 tn rights issue and corporate restructuring.

Widyawan & Partners

The capital markets team at Widyawan & Partners is led by Adrian Pranata and advises on high yield debt, medium-term note programmes and liability management and restructuring exercises. The practice handles a range of international deals, working closely with its affiliated firm Linklaters and in particular the Singapore and Hong Kong offices. Pranata counts international underwriters, arrangers and issuers among his clientele.

Practice head(s):

Adrian Pranata

Key clients

DBS Bank

Citigroup

HSBC

Mandiri Securities

Standard Chartered Bank

PT Alam Sutera Realty Tbk

BNP Paribas

Maybank

PT Saka Energi Indonesia

BNI Securities Pte Ltd

UBS

Work highlights

  • Advised the initial purchasers in the offering of 144A and Reg S $750m 4.8% Notes Due 2027, $1.5bn 5.3% Notes Due 2032, $750m 6.2% Notes Due 2052 by PT Freeport Indonesia.
  • Advised BNI Securities Pte. Ltd., J.P. Morgan Securities plc and UBS AG Singapore Branch as joint lead managers in respect of the issue of $600m Additional Tier 1 Perpetual Non-Cumulative Capital Securities by PT Bank Negara Indonesia (Persero) Tbk.

Nasoetion & Atyanto

Nasoetion & Atyanto advises publicly listed companies on advisory, compliance, and transactional issues, and is well-versed in dealing with regulators. Genio Atyanto heads the team and offers clients experience in IPOs, rights issues and bond issuances.

Practice head(s):

Genio Atyanto

Key clients

PT Bank Permata Tbk (“Permata Bank”)

PT TBS Energi Utama Tbk

PT Majoris Asset Management

PT Trimegah Sekuritas Indonesia Tbk

PT SLJ Global Tbk

PT Delta Wibawa Bersama

Work highlights

  • Represented PT Bank Permata Tbk in its rights issue in the amount of approximately IDR 11 tn.
  • Represented PT Habco Trans Maritima Tbk in its initial public offering.
  • Advised PT Delta Wibawa Bersama in takeover of PT Lima Dua Lima Tiga Tbk followed by a mandatory tender offer for the remaining public shareholders.

Soemadipradja & Taher

The capital markets team at Soemadipradja & Taher has notable experience of IPOs, and the issuance of rights, bonds and warrants across a range of sectors, including banking and finance, automotive, telecoms, and oil and gas. The practice is jointly led by Retno Muljosantoso, Emalia Achmadi, Denia Isetianti Permata, Robert Reid and Oene Marseille. Muljosantoso advises domestic and international clients on regulatory matters, securities and mutual funds, and Islamic bonds, while Achmadi acts for national and international banks on regulatory and compliance issues. Permata is a name for the issuance of dual-currency government debt securities, and the issuance and selling of domestic retail sovereign Islamic bonds.

Practice head(s):

Retno Muljosantoso; Emalia Achmadi; Denia Isetianti Permata; Robert Reid; Oene Marseille

Key clients

Capitaland Investment Ltd.

Work highlights

  • Advised Capitaland Investment Ltd. on the Indonesian capital markets law aspects of an option agreement, including conducting due diligence exercises on the client’s subsidiaries in Indonesia.