Do YOU WANT TO DO BUSINESS IN INDONESIA

If  you are answer is yes. this Country is eager to invite Foreign Investors to come to Indonesia. Indonesia is an archipalego with thousands of Islands from Aceh to Irian Jaya or Papua. There are many ethnics and immigrants coming to this Country. In terms of Certainty of its Law, this Country is trying hard within itself to establish Law and Justice or Law Fairness in its Society. I have been practicing as Business Lawyer in the Business Law in Indonesia for more than 30 Years, since 1979 and I am fully aware that Law Certainty is always the issue raised by Foreign Investors who comes to Indonesia. They always say that Indonesia does not have Law.

Foreign Investors has the perception that there are no consistency in the Indonesian Policy and the Rules between the Central Government and the Regional Government.  There is no good nor well coordination between the Technical Departments in Indonesia. The Laws between different Departments are overlapping and contradictory to each other which reflects weak coordination between such  Departments. They even laugh and make jokes out of the uncertain condition of Laws in Indonesia. I know such perceptions because I was assigned  as  In House Lawyer in Foreign Companies who do business in Indonesia.

So what are the Indonesian Government Response to the above?  Why is the perception like that ? Indonesia has reached a staged being a Democracy country after the students movement toppled the Suppressive Regime in  the Year 1998, when the Asian Countries was hit by the First Financial Crisis. Now the  Second Round of the Peoples Voices in Indonesia are Claiming for Equal Justice Treatment by the Indonesian Court System, where it starts from the Frame of the KPK Anti Corruption Institution  which  was strongly indicated from the Taped Recorded Conversation between Several Indonesian Legal Institution, Mafia Court Brokers and Certain Businessman  which was publicly heard in the Constitutional Court in Indonesia.

Thus the Second Agenda in this New Era of Indonesia is the Loud Out Cry to Have Legal Equal Treatment and Justice by the People of Indonesia.  The Freedom  of press in Indonesia is really  occurring these days. Even me as Business Lawyer can establish my own Blog where I can say my sayings through this blog of mine. Facebook members Voices are also having great influences and impact against the Unfair Legal Treatment to the KPK Anti Corruption Frame Victims. So the Era of Democracy and Pressure from the People through the Internet Media is really occurring in Indonesia. Yes, of course it  still needs a long process to establish Legal Fairness and Equality Before the Law.

However, since Indonesia is a Freedom Democracy Country with more than 200 Millions People, the People's Voice can no longer be ignored by the Parliament who frequently has to be pressured by the Independent Voices in  Indonesia, either by the Television Media, News Paper,  Facebook members  and all of us the people of Indonesia who NO LONGER  wants to be suppressed by the Executive, Parliament, Court Officers, District Attorneys  nor any other Institution if UNFair Treatment is felt.

In these Recent Years, many High Ranking Indonesian Officers are being captured and trialed after being  alleged by KPK  of conducting Corruption. But there are still many rumors that political involvement and discrimination upon who is being proccessed are attached to such process. The Member of the Political Parties are making political pressures  and bargaining through the Parliament among the Political Parties in making its moves against issues blow up in the Public.     

Apart of the above if you view   Jakarta, there are many High Rise Buildings being constructed,  which reflects that there are many  Construction Developers and monies being planted and parked in such High Rise Buildings, which Funds is indicated not  coming from Bank Loan but rather fresh monies. These means that  the Person who have  monies in Indonesia no longer wants to put  or  parked  their money out side  Indonesia, but they rather put their monies  in such High Rise Buildings in Jakarta, Indonesia .

These  may reflects that even though Indonesia is still uncertain in its Law and is still fighting hard to develop, Law Justice and Equality before the Law,  the Real Money owners prefer to put their money in Indonesia rather than parking it outside of Indonesia. This may occur  due to the  Global Economic  Financial Crisis  occuring  in the International Society including the USA for example which hits Lehman Brothers.

Thus Foreign Investors need also to consider the above factors and progress  developing in Indonesia and outside of Indonesia when they decide to invest their monies in Indonesia.

Cheers.
5 December 2009
Agung Supomo Suleiman   

Legal Certainty AFTA 2010

No country in this world can avoid the requirement of Legal Certainty. In this rapid Global Era, if a country wants to create Healthy Business Climate, Legal Certainty is a must. The Gaps between the Poor and the Rich in Indonesia must be narrowed, if not the Poor People will  surely be frustrated with the ongoing Unfair System. 

In the Year 2010 AFTA ( ASEAN FREE TRADE AREA) will be applied, meaning that  Indonesian Business Investors are forced  to compete with foreign Investors from the AFTA region. The following are some information articles about AFTA occuring om Ist January 2010, from the above web :
Quote:

ASEAN Free Trade Area (AFTA) is a trade bloc agreement by the Association of Southeast Asian Nations supporting local manufacturing in all ASEAN countries.
The AFTA agreement was signed on 28 January 1992 in Singapore. When the AFTA agreement was originally signed, ASEAN had six members, namely, Brunei, Indonesia, Malaysia, Philippines, Singapore and Thailand. Vietnam joined in 1995, Laos and Myanmar in 1997 and Cambodia in 1999. AFTA now comprises ten countries of ASEAN. All the four latecomers were required to sign the AFTA agreement in order to join ASEAN, but were given longer time frames in which to meet AFTA's tariff reduction obligations.
The primary goals of AFTA seek to:

• Increase ASEAN's competitive edge as a production base in the world market through the elimination, within ASEAN, of tariffs and non-tariff barriers; and
• Attract more foreign direct investment to ASEAN.

 Unquote:

Based on the above development, we all in Indonesia must be fully aware that corruption  occuring in Indonesia results :  High Costs for Business  Investors Players in Indonesia. Thus,  if Corruption is not seriously tackled by the Indonesian Authority in Indonesia, the Indonesian Business Investors will loose its leverage of  competitiveness from the AFTA Business Players in this AFTA Region. We are than Forced  to fight Corruption, to enable the Indonesian Business Players to compete with the other AFTA members in this AFTA Region. This is also significant for increasing the social welfare of the poor People in Indonesia.

Real Significant Action must be made to reform the Legal System in Indonesia. This  must be applied to all level within the Police Department, The District Attorney, The Legislative, The Advocats and Lawyers and Businessman. The President had indicated its message to make such fight against the Court Mafia in Indonesia.

Jakarta, 1 December 2009
Agung Supomo Suleiman

Level Of Trust On The Legal Institution In Indonesia

It had been quite a while that I visit this blog. I just wanted to say hello and greetings from Jakarta Indonesia. How is business at your end. I hope everything is ok. There is an important element which had to be settled in Indonesia in this coming  days. The Level of Trusts on the Legal Institution In Indonesia must really be healed. All the elements of Indonesia including the Business Society and Business Lawyer needs some assurance from the Top Level Government of Indonesia,  that they are really serious in supporting   the  Law Certainty and the Level Of Trust on the Legal Institution in Indonesia.

Without such assurance, the Business Investment Climate and the people welfare will be jeopardize. The People of Indonesia are really fed up and frustrated with the non-seriousness of the Authorized Legal Officers in handling the Corruption cases in Indonesia. Accordingly we are  all relying on the President of Indonesia to seriously instruct the Police Officers as well as The District Attorney Officers to accomodate the desires of the Indonesian People to conduct their tasks in a trusty, honest, Justice  and High Integrity manner. 

Independent Business Lawyer

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You never can tell what kind of  business legal works will you be doing if you are on your own. If you are working as in-house Lawyer your legal work can be detected and be predicted which shall be within the surroundings of the business field of company that you are working. But if  you are Business Lawyer  on your own you cannot predict and expect what kind of  business legal works that you are doing.

You will be experiencing several Independent Business Legal Works which may range from preparing  MOU or Letter of Intent, or conducting Legal Due Diligence or drafting a complex agreements such  as Shareholders Loan Agreement, and other related business legal transactions.  It could be just  a meeting with your prospective Clients, which will tell you stories about their current business ventures and experiences including their stories and venture of  still trying to seek business ventures. The Prospective Clients who will contact you or who you contact may also be unpredictable.

They can be your former Clients who had experienced the Legal Services that you have once rendered. It may be Clients that you have contacted and asked whether they needed  any Legal Assistance in their business. There are even times that you do not have any legal services to do. The cash in  of your Firm  depends on the Legal Fess for the Legal Services  you are providing, which  may also unpredictable. 

Accordingly, if  you are on your own as an Independent Business Lawyer you may also have an uncertain cash flow,  where the cash-in really depends upon the condition of the Load work in your Legal Law  Firm. The size of your Legal Firm may also be different with the size of the other Law Firms. This really depends upon when you started establishing your Legal Law Firm . The  motivation, background  and circumstances of the Founder or Partner of such Law Firm may differ from one to the other shall influence such Firm.

For myself  as a Business Lawyer, the reason and background was because I wanted to be  more independent and have freedom in  shaping and  establishing my life style. Since my specialty happens to be shaped as a business Lawyer either as In-House lawyer and Legal Consultant or Partner in a Law Firm, the Vehicle that I have in mind, to accommodate my need back to  1st June 1998  was  establishing such "independent Vehicle" which is establishing and running an Independent Business Law Firm.

Accordingly, if I elect the life style more of an independent type, I had elected to use an Independent  Business Law Firm as a Vehicle to accommodate my independence. Besides  being  a Partner and Founder of the Law Firm of Suleiman Agung & Co for more than 11  1/2 Years since 1st  June 1998 , when I left being as In-House Legal Counsel of PT Freeport Indonesia Company (one of the biggest Copper Mining Company who operates in Irian Jaya Indonesia), I also enjoyed writing  about my life experiences related to my profession as a Business Lawyer  and also experiences about travel, spiritual and experimental movements.

I had also recently joined  Squidoo and Hubpages community,  who like to write  and  hopefully can also gain  some earnings from such Blogs which are being  linked  with Google Adsense, Ebay, Amazon and other affiliates and advertisement,  where we elect to be Publisher.

Cheers

Revised 27th November 2009

Agung Supomo Suleiman        

Interesting Development

There is a very interesting development in Indonesia after the Indonesian Constitutional Court had allowed the disclosure and hearing of the tapped phone discussion between certain businessman and Indonesian Law Officers which strongly indicates of involvement of the businessman with such  Indonesian Officers in the law procedures process of conspiracy in framing a certain honest  Chairman of the KPK ( Indonesian Corruption Eradication Commission (KPK) ), who are trying to abolish the Corruption in Indonesia, as if  they received  bribery  monies, which was openly broadcast  by  TVONE Channel and MetroTV and could be watched by 200 million viewers in Indonesia.

On this day  23 November 2009 everybody is waiting for the Presidential response and action relating to this case after Team 8 which was formed by the President had submitted their recomendation. The President indicates an of out of Court Settlement shall be approached. The significant element in this issue is that  the whole people of Indonesia is focused on the outcome of the status of the 2 KPK officers which is indicated as being  framed based on the hearing of the tapped phone discussion which was broadcast by the TV media during such hearing in  the Indonesian Constitutional Court. We will wait for the action from the President on this day around 20.00 hours tonight.    

Overlapping Business Operation

As a Business Lawyer you have to collect all the significant data and information to enable to give the proper legal advices which are being requested by your Clients. If it relates to certain laws and regulation you have to research the laws and regulation from your library, and you must also research to the relevant Technical Department particularly the Legal Division of such respective Department. In Indonesia besides the written rules there may also be policies made by the Officers from such Department.

• This depends upon your research to such Officers which sometimes needs your critical legal mind because you may found that the information from such officer may differ from one source and the other sources. As we know the Highest level in a Department in Indonesia is the Minister, and below this Ministerial Level there are many bureaucracy level from the Director General, Secretary General, Head Bureau, Head Sub Directorate and many levels below it. If you make the legal research in particularly relating to the policies or interpretation of certain rules or implementation rules issued by the Department concern,  you have to be sure which level of bureaucracy are you getting such information  because sometimes it depends upon the person who is giving such information whether they are helpful or mastering the  questions and issues that you are seeking to get such clarification.

If the ruling involved several other Departments such as Mining /Oil -Gas and the Forestry Department related to overlapping activities such as Logging, Saw Mills and the Drilling or Mining activities in a certain area of operations in the  field, where two or more activities are occurring, this may frequently result overlaping policies and ruling by the inter-departmental sectors where we may found weak coordination between this different Departments. This overlaping  rulings and policies will affect the smoothness operation in the field between this two or more business operation activities.

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In my experiences as Business Lawyer in the Oil/Gas as well as General Mining Operations, this overlapping issues frequently exists and occurs, where several meetings between the several Departments such as The Directorate of Energy and Minerals, The Forestry Department The Local Government Institution, The Agrarian Department, and other related technical Department and the respective Oil/Gas or General Mining Companies which also involved the In-House Legal Counsel   and the Logging or Sawmill Companies shall be called and conducted . This may also involved other activities such as Plantation activities.

• Each respective parties shall forward and made their argumentation which all are basing on the legal rights they have as well as the legal rules and policies issued by each of the confronting Officers from such Departments, which meetings will usually  takes place at the Regional Level where the overlapping activities occur;  If in the lower level Dead Lock occurs since all the different parties are claiming to have their Legal Rights in conducting their Overlapping Activities, it will then be brought to the Higher level within the Central Government in Jakarta, where the Ministerial Level might be called to coordinate and solve this overlapping activities. Accordingly the Coordination Minister might be required to solve such overlapping rulings and policies.

Well the above are some brief glance picture what might occur in the Overlapping Business Operation Activities in Indonesia.

Cheers,

Jakarta, 15th November 2009

Agung Supomo Suleiman 

   

Your Ad Here

Business Lawyer On Your Own

We do not realize that as a Business lawyer if you are setting up your own Law Firm you will also be experiencing to be a Businessman selling your Professional Skill in Providing the legal Services as a Business Lawyer. However at the same time you are tight to the legal profession where you have to be honest in conducting your Legal profession. Thus the cash flows -cash in depends upon the Clients that are using you as a Business Lawyer. But at the same time in rendering the Legal Services you must observe and honor the laws and regulations as well as the Ethics and morals as a Business Lawyer

You must not breach the Law especially if your inner feelings can detect that something is against your deep consciousness. Accordingly, your rendering Business Legal Services to your Clients  besides the laws and regulations must also take into consideration  upon   the code ethics and morals which are felt, practiced  and accepted by the stakeholders in the business society within your places and jurisdictions .

The above is based on the experiences where sometimes as a Business Lawyer who are serving our Clients in the Business Circle,  we feel that Power  tend to manipulate  certain  situation and circumstances which is against  our Hearts and consciousness and common sense  being  felt by the common people who are seeking for equal treatment and fairness in the struggle for their day to day life.

Therefor even though Business Lawyer are Businessman who make their living  from their   Legal Professions  you are also at the same time a Professional  Lawyer who must give  advise on the proper legal and rulings as well as following and listening to your heart consciousness,  which may play an important significant role in making a decision to give advise and giving legal opinions which has to be within the high moral professional standards as a Conduct Of Honour of the Business Lawyers.       

The Truth sometimes is relative which depends upon which angle or side are you in the reality of life in this world.

         

Serious Steps Must Be Made

During this past 1 week, all the Indonesian People are focusing on the work by the Team 8 which are being requested by the President to make Facts Finding upon the allegation made by the Police Department against the framed Corruption Abolition Committee (KPK Officer ), which based on the media perception,  there is  actually no case, since the legal basis are merely made upon the report from Antasari ( the Previous KPK Officer) based upon the testimony made by a certain Businessman he called Anggoro, claiming that he had been pressed to give monies by certain KPK Officers,  which according to Antasari in the TV Media,  the information gathered by him from Anggoro, are still having many doubted and uncertain data.

This weak testimony which was made into a report by Antasari to the Police Department, are being used to put the Charges against CH and B as KPK Officer by the Police Department.  

Based on such above significant development, all our energy are thrown into this frustrated weak allegation, which many people are not convince with such allegation made by the Police Department, since there are really "no hard evidence", but is merely based on assumption and has no any strong legal ground evidence at all.

Ary Muladi, which had made the Minutes Procedure Investigation, being used by the Police Department  to make such charges and allegation, had actually revoked his previous statement, which  said that he had made  payments directly to the KPP officer, but, he  made correction statements saying  that  the payment was made through certain man, he called Yulianto, which until this present moment such name is never known and traced by the Police.

As we are aware,  Indonesia needs a Total Serious Mental Legal Reformation within the Indonesian Legal Institution, if it wants to develop a Healthy Investment Climate in Indonesia, so that the Indonesian and Foreign Investors could feel comfort upon the Investment that they are investing in Indonesia.

As a Business Lawyer  we have to be concerned in pushing the legal system to be more transparency and accountable to enable providing Legal Justice and Equality for all the people of Indonesia without any discrimination. 

It really takes and consumed a  lot of time and energy for the Indonesian people,  to develop such Certain Legal System where the President of Indonesia as the Leader of this Country has to have strong political will and consistent to gear  the conducive condition for establishing Good Legal Practices and Conduct within the Indonesian Legal Institution to be really implemented and  enforced in Indonesia.

Without this Strong Political Will from the Indonesian Government, it is really hard for us to have a dream of Legal Certainty In Indonesia to become reality.

The people of Indonesia are really fed up with the acrobatic Mafia Legal System, and therefore are perceiving Distrust to the Legal Institution Bodies  and therefore they are putting Chandra Hamzah and Bibit as their Hero Representing Honest Person who are being Criminalized by the Indonesian Legal System, or the War between The Crocodile ( Buaya ) and Cicak ( small reptile).       

Jakarta 9 November 2009

Agung Supomo Suleiman

       

       

Historical New Legal Breakthrough by The Indonesian Constitutional Court

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There was a Historical New Breakthrough made by the Indonesian Constitutional Court,  where The Indonesian Constitutional Court had allowed to publicly openly hear  the contents of the  tapping of the Phone Conversation between certain businessman, and indicated certain Officers from the Legal Institution  and several "Case Broker", which indicated that there was  a scenario to frame the Chairman of the KPK ( Indonesian Corruption Eradication Commission (KPK) ), who are trying to abolish the Corruption in Indonesia, as if  they received  bribery  monies, which was openly broadcast  by  TVONE Channel and MetroTV and could be watched by 200 million viewers in Indonesia .

It was really a Historical New Breakthrough  on  this  Openness  Era in Indonesia, because the People of Indonesia who are very eager to establish  Legal  Justice  can watch  lively on the TV Media directly from the Indonesian Constitutional Court,  the phone tapping conservations which strongly indicates scenario of so Called Court Mafia  in Indonesia between such business man, and several officers indicated from the Legal Institution Bodies.

Immediately after such TV Broadcast was made, demonstration had rapidly spread in many cities in Indonesia by students and the people who are concern of  Legal Justice, including many signatures to support the Victim Chairman of the KPK who were perceived as being Criminalized,  as if such Honest Chairman from KPK called CH and B had conducted bribery, which was Strongly Denied by such Respective Victims.

What made the people mad, was that there was "Distrust from the People" upon the Legal Institution in Indonesia who appears not to be on the side of the People's want of  Law Justice. This KPK Institution was actually established,  in response to the "distrust of the People of the Republic of Indonesia "upon the Indonesian Legal Institution" in handling the Corruption Cases.

We as Business Lawyer, are also really concerned in  the Law Justice and Equality before the Law in Indonesia, that is why some of the Alumni of the Indonesian University  had signed the support for the Victims of this Criminalization.

In order to build a Healthy Business Climate in Indonesia, Law Certainty is really important and significant. We noticed that the wages and the living standard of the Indonesian Legal Institution had to be increased and taken care by the Government and the Parliament, so that they can  fully concentrated on doing their task and duties  in serving the Peoples Hunger for Law Justice and not trying to find out a way to cope their needs for their day to day Living Costs.

In respond to the above development The President had established the so called Team 8, who is responsible to conduct  the Findings Facts  of this Case and make a Recommendation to the President within this 2 weeks time.

The above developments of making the Breakthrough by the Indonesian Constitutional Court was a Historically Breakthrough made by the Indonesian Constitutional Court as the Indonesian Legal Institution in this New   Era of Openness in  Indonesia who is striving hard to establish Legal Justice and Abolishing Corruption in Indonesia which is really significant to establish Healthy Business Climate in Indonesia particularly Law Certainty.

Jakarta, 5 November 2009

Agung Supomo Suleiman

       

Legal Aspects relating to Financing Business Projects

• Financing  Business Projects are very interesting from the legal aspects for a Business Lawyer. From my experience in practicing as as  Business Corporate Lawyer in Indonesia, we are frequently involved in giving advise and assisting our Clients to draft or review their financing arrangement which are covered by a Loan Agreement. This  was  being experienced by the Writer as a Business Lawyer since Year 1980 ies, starting as a Junior Lawyer who  assisted the Senior Layers  in drafting the finance transactions and arrangement relating to financing their  Vessels including air planes 

•  What makes us attractive to such finance arrangement as Business Lawyer is because there are several  elements that have to be taken into considerations. Business Lawyers must be aware that before the Debtors are approved to get this  Funds from the Creditors, based on  the Indonesian Business common practices, such Creditors  shall firstly  conduct the Legal Due Diligence,  which shall be conducted by Independent Lawyers; This Legal Due diligence covers the checking of all the corporate documents  Licenses, Agreements with other Parties, including any Credit Agreements and its Collateral, the amounts of Labors, The Company Rules, The Employment Agreements, Title ownership of its assets, Certificate of Lands/Buildings, the potential Litigation or Arbitration cases ( if any) which involved such Debtors. Based on the Legal Due Diligence, the Independent Lawyers may be requested to make the Report Result of their Legal Due Diligence and may be requested to issue and make a written Legal Opinion addressed to the Creditor/Bank
  

• Besides the Legal Due Diligence, the business prospective of such Investor including the technical aspects are also being conducted by the Bankers as the Creditors. The Creditor will usually request the Investors to make their business presentation, and business cash flow projection  in order to get the overall and comprehensive business prospective in particularly, the cash flows, cash out and cash in streams of such respective credit applicant, to ensure the repayment of the Loan. The most significant element in business is the trust worthiness of such loan applicant, and the capabibilty to repay any and all of the Loan Amount being granted by the Creditor.

• In other words, the most relevant questioned raised by the Bankers or the Financiers are whether the applicant's cash flow prospect are bankable or not. These initial steps are really important and significant, because once the Monies or the Funds are being disbursed by the Bankers in accordance wityh the agreed repayment schedule as shall be stipulated under the Loan Agreements , the Bankers shall be in the risk of non- repayment or default of payment by the Debtor.

• In order to secure the full repayment of the Loan by the Debtor to the Creditor, there are several collateral known and recognized under the Indonesian Laws and regulations among others  the Fiduciary upon the movable as well as immovable assets, the Hak Tanggungan (or in other countries are known as Mortgage) upon the land owned by the Debtor.The Fiduciary Deed shall be registered in the Fiduciary Office, at  the places where the assets are located.
  

•  Once the Pre-Condition under the Loan Agreement are being completed, by the Debtors, as being advised by the Business Lawyer, the Bankers will disburse the amount of Loan in accordance with the disbursement schedule under the Loan Agreements pursuant to the mechnisme of drawndown under such Loan Agreement.  The actual disbursement of the Monies made by the Bankers to the Debtor are the most significant matter for the Debtor, since this Loan is really needed by the Debtor to perform its business operations. Normally there will be a certain Grace Period granted to the Debtor before repayment obligation of the Loan are to be made by the Debtor, pursuant to the terms and conditions of the Credit /Loan Agreement.   

• If the progress  track record and the outcome of the business is a successful one, than such respective success Investors has shown a good re- payment loan performance , and the Bankers shall be willing to offered again further loan to such respective Debtor. From the Writers experience as a Business Lawyer who frequently assisted Clients on seeking funds from Banks to support their business operations, it shows that the Bankers may also need some expertise within themselves to understand the business culture or business nature of our Clients. If our Clients happens to be business players in OIL GAS Mining sectors, the Bankers may  need some education from the oil/gas and mining business players as to the nature of the oil/gas and Copper Mining or Coal Mining business operations including the exposed risks that might occur and the laws and regulations surrounding the business nature in such sectors.

• The Business Lawyer must advise the Bankers, that Banker  who are granting loan to Oil/Gas or Mining Companies conducting operations in Indonesia, must fully be aware that the oil/gas as well as the minerals which "had not yet passed the point of export", cannot be secured as collateral for the repayment of the Loan or Financing transactions, since such minerals/coal and oil and gas are still owned by the People of Indonesia based on the Concept  adopted under the Indonesian Oil/Gas Laws as well as the Mineral and Coal Law.Thus we have to remember that under the Indonesian Legal system regulating the oil/gas and General Mining sectors, the Oil/ Gas Product  as well as the Mining  Products may only be owned by the Investors, if such product already passed "the point of export", where transfer of title on such oil/gas product occurs.

• Accordingly,  the Bankers have to really conduct the economical commercially  aspects of such Debtors business, which may need some inputs from the technical people who are expertise in giving ideas and inputs on the oil/gas and minerals/coal deposits in the Oil/Gas and Mining Block in Indonesia.

Agung Supomo Suleiman
Partner Law Firm Suleiman Agung Co
AGUNGSS BUSINESS LAWYER NOTE

BUSINESS LAWYER Jakarta, Indonesia,
30 October 2009

Business Lawyer must honor Honesty and Good Corporate Governance

• 
  
  
  
  
  Financing  Business Projects are very interesting from the legal aspects for a Business Lawyer. From my experience in practicing as a  Business Corporate Lawyer in Indonesia, we are frequently involved in giving advise and assisting our Clients to draft or review their financing arrangement which are covered by a Loan Agreement. This  was  being experienced by the Writer as a Business Lawyer since Year 1980 ies, starting as a Junior Lawyer who  assisted the Senior Lawyers  in drafting the finance transactions and arrangement relating to financing their  Vessels including airplane.
  
  

• What makes us interesting to such finance arrangement as a  Business Lawyer,  is because there are several  elements that have to be taken into considerations. Business Lawyers must be aware that before the Debtors are approved to get this  Funds from the Creditors, based on  the Indonesian Business common practices, such Creditors  shall firstly  conduct the Legal Due Diligence,  which shall be conducted by Independent Lawyers; This Legal Due diligence covers the legal checking of all the corporate documents,  Licences, Agreements with other Parties, including any Credit and its Collaterals, Title ownership of its assets, Certificate of Lands/Buildings Agreements, the amounts of Labors, The Company Rules, The Employment Agreements, the potential Litigation or Arbitration cases ( if any) which involved such Debtors. Based on the Legal Due Diligence, the Independent Lawyers may be requested to make the Report Result of their Legal Due Diligence and to issue and make a written Legal Opinion addressed to the Creditor/Bank.

• Besides the Legal Due Diligence, the business prospective of such Investor including the financial  and technical aspects are also being conducted for the interests of the Bankers as the Creditors. The Creditor will usually request the Investors to make their business presentation, and business cash flow projection  in order to get the overall and comprehensive business prospective in particularly, the cash flows, cash out and cash in streams of such respective credit applicant, to ensure the feasibility of the Debtors business and to ensure the repayment of the Loan. The most significant element in business is the trust worthiness of such loan applicant, and the capabibilty to repay any and all of the Loan Amount being granted by the Creditor.

• In other words, the most relevant questioned raised by the Bankers or the Financiers are whether the applicant's cash flow prospect are bankable or not. These initial steps are really important and significant, because once the Monies or the Funds are being disbursed by the Bankers in accordance with the agreed repayment schedule as shall be stipulated under the Loan Agreements, the Bankers shall be in the risk of non - repayment or default of payment by the Debtor.

• In order to secure the full repayment of the Loan by the Debtor to the Creditor, there are several collateral known and recognized under the Indonesian Laws and regulations among others  the Fiduciary upon the movable as well as immovable assets, the Hak Tanggungan (or in other countries are known as Mortgage) upon the land owned by the Debtor.The Fiduciary Deeds shall be registered at  the Fiduciary Office, at  the places where the Assets   are located.

•  Once the Pre-Condition under the Loan Agreement are being completed, by the Debtors, as being advised by the Business Lawyer, the Bankers will disburse the amount of Loan in accordance with the disbursement schedule under the Loan Agreements pursuant to the mechnisme of drawndown under such Loan Agreement.  The actual disbursement of the Monies made by the Bankers to the Debtor are the most significant matter for the Debtor, since this Loan is really needed by the Debtor to perform its business operations. Normally there will be a certain Grace Period granted to the Debtor before repayment obligation of the Loan are to be made by the Debtor, pursuant to the terms and conditions of the Credit /Loan Agreement.   

• If the progress  track record and the outcome of the business is a successful one, than such respective success Investors has shown a good repayment loan performance , and the Bankers shall be willing to offered again further loan to such respective Debtor. From the Writers experience as a Business Lawyer who frequently assisted Clients on seeking funds from Banks to support their business operations, it shows that the Bankers may also need some expertise within themselves to understand the business culture or business nature of our Clients. If our Clients happens to be business players in the oil, gas or mining sectors, the Bankers may  need some education from the oil/gas and mining business players as to the nature of the oil/gas and copper mining or coal mining business operations including the exposed risks that might occur and the laws and regulations surrounding the business nature in such sectors.

• The Business Lawyer must advise the Bankers, that Banker  who are granting loan to Oil/Gas or Mining Companies conducting operations in Indonesia, must fully be aware that the oil/gas as well as the minerals which "had not yet passed the point of export", cannot be secured as collateral for the repayment of the Loan or Financing transactions, since such minerals/coal and oil and gas are still owned by the People of the Republic of Indonesia based on the Concept  adopted under the Indonesian Oil/Gas Laws as well as the Mineral and Coal Law.Thus we have to remember that under the Indonesian Legal system regulating the oil/gas and general mining sectors, the Oil/ Gas Product  as well as the Mining  Products may only be owned by the Investors, if such product already passed "the point of export", where transfer of title on such oil/gas product occurs.

• Accordingly,  the Bankers have to really conduct the economical commercially  aspects of such Debtors business, which may need some inputs from the technical people who are expertise in giving ideas and inputs on the oil/gas and minerals/coal deposits in the Oil/Gas and Mining Block in Indonesia.

Those are among others the legals aspects surronding the Finance transactions in Indonesia.

Agung Supomo Suleiman

Partner Law Firm Suleiman Agung Co

AGUNGSS BUSINESS LAWYER NOTE

BUSINESS LAWYER Jakarta, Indonesia

November 2, 2009

Business Lawyer must also detect Brain Versus Heart

• In order for you to be able to survive you have to be tough and sometimes tired and losing your breath. 
  
• You have to access your asset, your strenght, your weakness, and what  you want out of your life.
• If you like to do something that you love then it means you are following your heart
• If you are using more on your brain, there are times where such Brain does not communicate well with your Heart.
• For instance if you love somebody, you shall face the fact that love is sometimes blind, in the sense that frequently it does not meet or match with your mind. There are times that you have to use your Brain, logical way of thinking, but sometimes you are caught or trapped with your emotional feelings of your Heart .
• For instance for a writer or Publisher including if you happen to be a Business Lawyer , we tend to like writing in our Blogs, where it makes you feel comfort, since you like to write what ever there is something popping up in your head. You also have to detect your self whether you are an educator who tries to share your Business Lawyer experiences with others or not.
• If you are an educator, it really feels cool and comforting in your heart,  if you write your experiences of  your life, especially if you have been living for quite a long time in this world, where you tend to share with others about your life experiences. It could be the ups and downs of your life experiences. If you are  are a Business Lawyer for example, sometimes the reality which your are facing is that you have to establish some stage or level of Legal Fees for the Legal Services that you are rendering to your Clients.
• But there are occasions,  where your Client will feel that your Legal Fees are to high, for which they will tend to no longer use your legal services, since from your Client's body language,  you can capture that they are considering  your legal fees are too high or above their expectations.
• You may noticed that your Clients /Customers are also in the same difficult situation to survive, especially at the time when everybody is waiting for the new Cabinet of Indonesia to be established and  announced, since the previous House Of Peoples' s Representative and the President /Vice President Election Year 2009 in Indonesia, to maintain stability and conducive business climate.      
• In this case,  you also tend to  feel whether it is still  profitable to keep on being a Business Lawyer, if your legal fees cannot cop up with the cash outs which you have to spent to run your own  Business Law Firm.   
• This appears to be sort of a weird  situation,  if you as a Business Lawyer are running your own Law Firm, especially if you are in the level of surviving,  since the position of your firm is not in that certain middle or high level position,  where Clients are no longer viewing the Legal Costs that they will incur, but rather needing such Big Firms to  jack up their reputation and image in the Business Circles by using such Big Law Firms.
• During the last years, my Clients are usually Clients who are also trying to survive, and who seeks to sell out part of their equity, or trying to refinance their debt,  for which,  it is rather kind of a survival situation for them, because they are also trying to seek monies / funds to make them survive during this hard economical situation.
• Well, after listening closely to  the Presidential Speech during his appointment by the MPR / Peoples House of Representatives in Indonesia, it sounds that  President Soesilo Bambang Yudhoyono  is a State man, optimist and is asking all the people of Indonesia to unite and start focusing on the State Prosperous, Welfare and Justice
• So we are all expecting to have a positive attitude  in the coming days and so let Our Brain and Heart communicate each other in a balance manner.
• Cheers, 
• Jakarta 23 October 2009
• Agung Supomo Suleiman 
  

Communicative Business Legal Writings By Business Lawyer

• As a Business Lawyer, when you are writing legal business articles  in your business blog what you must be aware of is that not all of your audiences are having lawyer profession background.   

• Thus, your writing must be communicative with the viewers.
• Accordingly, you have to use words which is understandable with your viewers.
• The more you use legal jargon which can not be digested or understood by your viewers, it is a sign that you are just busy with your legal professions and blocking your communications with the viewers.
• Business Lawyers must practice and try to learn to communicate with non lawyers especially the businessmen, management, end-users which may consist of various professional disciplines.
• Team work between various of discipline of professionals and expertise have to be established,  since at the end of the day your role as Business Lawyer must be beneficial and and can be perceived as having an added value with your business circles and community.    
• As a Business Lawyer, you may be master in your legal business professions, but if you fail to pass the message to your viewers you may be useless in the view of the non-lawyers background.
• Don't forget that your viewers in the business community are smart people and can easily know whether you are trying to establish a good team work communication with the viewers, or whether you as a Business Lawyer,  are still busy with yourselves and fail to communicate and pass your message with your audiences.
• We are all learning from our mistakes and every moment of our live we have to correct, learn and increase our capability of establishing a fruitful effective communication with all our viewers.
• Cheers. May your days to come be more fruitful and beneficial to yourself  and others
• Jakarta, 25th October 2009    
  

Honesty and Good Corporate Governance to be Kept by Business Lawyer

• as a Business Lawyer you have to maintain a certain honesty, good conduct and attitude, since trust and integrity is significant attitude that have to be established and maintained by every Business Lawyers. Sometimes you feel you do not know what to do with your business legal knowledge which you have experienced many years of your life. It is really an asset and you are trying to find out a way how you can survive and be a good part in the business society especially relating to your expertise and flying hours. 

In the business world everybody is trying to get a piece of the cake of the projects which are being pursued, developed, created,  occurring and happening all the time in this world. From the Macro perspective, many countries are fighting for their part of contribution in shaping this new era that we are experiencing. G8 is replaced by G20 where new faces are being included in making and shaping the world future stability in the economics trend.  The Global economic crisis had forced many countries to consolidate their financial capability and performances.

• In the news media we noticed that in a potentially momentous move, G20 had resolved to become a permanent body responsible for economic co-operation, where meeting  will be held annually at the level of leaders, rather than just finance minister. You may see the following  Pitsburg Summit The move demonstrates a recognition that the more limited G8 was hopeless, since it excluded the emerging economies of China, India, South Africa, Mexico and Brazil. We noted that Obama wanted to shift emphasis to G 20. In the Pittsburg Summit a final communique decided that they had designated G20 to be the main forum for their international economic co-operation. Among the other agreed steps,  were a move to give developing countries a greater share in the votes at the international finance institutions such as the IMF and the World Bank.Under this new regime, it was said that the IMF will regularly analyse whether the economic policies of G20 countries are consistent with "sustainable and balanced trajectories for the global economy .

Based on the above, we can observed that many groupings are being established   by the world leaders in order to survive and compete among the nations. We maybe witnessing the new era where due to the greediness of some of the players in the business world, many huge companies especially in the financial sectors are collapsing, and going bankrupt, due to the dishonesty of the players in exposing the false data and profile of their financial real conditions or bubble economy.

• From to the news media, we can see that there are certain people stealing monies from unsuspecting investors.So honesty and integrity plays an important role in this rough business world. There is a great change in the  mapping of the big players in the political, economical, culture and legal reformation. As shown above China India South Africa, Mexico and Brazil. are considered  being the new emerging economic countries, where they may  have a big role in the changing and founding  new ways to  establish  a NEW balance of  power influence among the nations in this world. 

In responding to the above developments,  legal reformation upon the legal rulings made by the Executives and the Parliament /House of the People Representatives of each country will play an important role in shaping the policy and direction of each respective country. The Free Trade and Free Economy Era , where Governments intervention was avoided,  which was once being the Master or the "Sacred Icon", are  being modified, which is shown by USA,  as the Father of the Free Market, where  the Government is bailing out many USA  Big Companies who are facing bankruptcy,  such as General Motors and Chrysler. This stimulus measures are made to save the US country from getting worse in this finance turbulance.  

• The Prime Mortgage issue which relates to Property has an affect to other business fields and had spread  out to other parts of the world. Indonesia and the other Asian Countries had already experienced this Baill - out  Program by the Government during the Economic Crissis Year 1998.With respect to the above Business Lawyers, in the pragmatical micro scale, have to be smart,  in viewing the above developments, in the sense that "Honesty" and "Good Corporate Governance" must play an important role in giving Legal Advices, Legal Opinions which frequently is structured and designed, based upon the the Legal Due Diligence upon the data/information  given by the Investors which shall be used by the Counter Part  either it is a prospective investors or financier to maintain honesty and good corporate governance to protect all the associated business stakeholders.

Well, the above is my observation as a Business Lawyer, who is trying to tap on the latest progress and trend emerging in this world related to Business Trend.

• Jakarta, 18 October 2009
• Agung Supomo Suleiman   

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Law Does Not Work On Empty Space

• As a Business Lawyer you have to know that law does not rule something which is vacant.
• So the object that you are intending to view from the legal aspects  are NOT related to Empty Space
  
• Accordingly, since you are a Business Lawyer,  you have to be aware of  the business object which your Clients wants you to protect from the legal aspects.
• You have to make sure that Businessmen in conducting their business, wants  to ensure that their investment or monies thrown in their business   are well legally protected and desires  to get profit out of their business ventures.
• For instances Businessmen or the Investors want to make sure that their monies either from Loans or Prospective Investors, which are invested or capitalized  in their Hotels Business which includes Fittings, Buildings, Lands,  all Fixed items and the moving assets, which will be part of the Hotel Accessories including the Manpower (from Management and all the supporting staffs) are secured starting from the Memorandum of Understandings, Legal Documentations of the Land and Buildings, Licenses needed, Loan Agreements, Cooperation Agreements, Management  Agreements, and all other documents and agreements, that are needed to be concluded including the Legal Due Diligence or Legal Opinion that are needed to be made depending on the negotiation and understanding between the Investors, Financiers, and all other  stakeholders relating to such Hotel Business Activities are really done and handled by Professional Qualified Business Lawyer.
• So as you may notice there are wide range of knowledge that as Business Lawyer has to dig from your Clients to enable you to provide professional legal  services to your prospective Clients and for sure Law Does Not Work In Empty Space so the Object of the Business should be clear.
• Cheers
• Jakarta, 15th October 2009
• Agung Supomo Suleiman
• Partner Law Firm Suleiman Agung & Co     
  

Exiting Experience as a Business Lawyer

Your Ad Here

As a business Lawyer you have to really think hard how to market and expose your self. For me since I like writing, I tend to expose my self by writing in my Blog which is called AGUNGSS Business Lawyer Note. In this Blog I can write the Business Law Experience which I had experienced during this 30 Years since I practiced Law at the Law Firm of Adnan Buyung Nasution & Associates back to the year 1979. Wauw I was still young during that time of period. But it is really exiting working as a Business Lawyer where I had helped my Senior Lawyers during those period by starting making researches upon the Law data and policy obtained from the Technical Department concern, as well as starting to draft agreements and letters from the legal aspects.
I remember handling matters relating to  banking, financing, labor matters, insurance, financing shipping business, trademarks, patents and drafting  agreements to be reviewed by my Senior Lawyers. I even do some searches in Sampit Pangkalan Bun representing an Insurance Client relating to the insured Tug Boats,  its Barges and Heavy Equipments such as Tractors being loaded and shipped for a saw mill deep inside Kalimatan, where the Barges were stranded at Pangkalan Bun, Sampit. There was no modern phone devices during those days, so it was rather hard to make contacts and communications with our Law Office at Jakarta. We were chartered a small Plane,  which flies very low and near the surface of the River at Kalimantan and was piloted by an Ex-American Pilot who experienced in Vietnam. Yes, it was really exiting experience which was occurring at the end Year of 1979. Well, the above was one of my experiences as a Business lawyer handling insurance cases  related to a stranded Barge at Pangkalan Bun Sampit, Kalimantan, Indonesia.
Cheers,
Jakarta, 14 th October 2009
Agung Supomo Suleiman  

Snap Shot Business lawyer

As a Business Lawyer you have also experienced yourself  running your own boutique Law Firm Shop, where there is the ups and downs of your cash flow
It is really not easy to run your own boutique shop
When you are an in-house Lawyer in a Company, the endusers as well as the management will come to your place to ask for your legal assistance;
Whereas, if you are opening your own shop, you have to market yourself to your Clients. You have to tell to them who you are and what can you do in terms of Legal Services.
So there must be a "mental switch" for you as the Partner of the Boutique Law Firm.
There is no free lunch in this world. You have to be expert in some legal aspects relating to the business environment. You have to go around and meet people outside your office.
As long as you like your new venture being an Independent Lawyer running your own Shop there will be an opportunity for your to get some work from your networks and links.
So, go out and meet people, and try to make new friends within your business legal expertise
Cheers
Jakarta 9 October 2009
Agung Supomo Suleiman

Honest Integrity

• As a Lawyer including Business lawyer you are required to keep and always maintain your honest integrity.
• In this Holy Fasting Month, as a Muslim (one who surrenders to God's will) , we are being required by the Creator to conduct fasting for 30 days.
• As a professional lawyer, we have to do with our best to be honest to ourselves by trying to clean our hearts and our mind.
• In order to clean your surroundings, you are supposed to firstly clean your intention and your mind set.
• As a human being we are frequently sidetracked by our physical wants and greediness in this real world
• Human being consists of physical element (our body) and non - physical element ( mind -soul).
• Our physical body during this Fasting months is being trained to managed itself by waking up in the early dawn before the Subuh Prayer, to “take food” and is obligated to fast –stop eating – taking food - during the day time - and is allowed to “break Fasting” during the Sunset – Magrib.
• As Muslims – the Servants Of Our Creator - we are being trained to feed our Soul by – not doing things which could –jeopardize – our fast- by not talking bad -evil things- looking at bad -evil things – thinking of bad thinks – praising and always thinking of GOD – and do the goodly things and actions – which are loved by GOD- to increase our awareness of "our real mission" - being created in this world by the ALL MIGHTY.
• This is a method to clean and purify our mind and soul – as being taught by our Creator.
• Well, as a Lawyer, we really have to be thankful, to our Creator, because we are given the chance every - 11 months cycle - to contemplate – and re-evaluate ourselves – to remind and trained our selves to be focus and return back to our mission – to be honest to our selves before we can advise others – to do the right things – in accordance with the laws and rules - which has to be in line with God's will and God's wants as described in the Holy Books sent down by the Creator to us through God's messengers/Prophets .
• This does not merely apply to lawyers - but also to other professions – to focus on its real mission – in making this world a better place for living – in accordance with the life rhythm and cycles – as being designed by the Creator
• As human being we have to recognize – and identify - who we are, develop our awareness – and know the real reason and mission – why we live and die – because – based on Surat 21 – Al Anbiyaa ( The Prophets ) Paragraph 35 – of the Holy Book Al Quran - GOD says : “Every Soul shall taste death. We (God) shall test you with (Note : my interpretation : evils/ negative/downs/happy things ) and ( Note: my interpretation :good deeds /positive/ ups/sad things) as trial. And to Us (GOD) shall you be returned to.
• Salam,
• Jakarta, 31 August 2009
• Agung Supomo Suleiman

Drafting Finance and Corporate Documents

• We have to thank to the ALL MIGHTY, last week, as a Business Lawyer, we were really busy in assisting the Law Firm of Suleiman Agung & Co' s Clients.
• It was really interesting, because with our wide experiences in drafting finance agreements including corporate documents related to their business matters, we really enjoyed the challenges of drafting such business transactions to support and benefit your Client’s desires in exploring all the legal protection for their investments and funds for maintaining the continuity of their business goals and objectives.
• The level of comfort and confidence that you can establish to your Client is really important in maintaining your relation with your Client.
• One of the significant element besides such work is the “miracle” that you feel can happen in your life, if you really try with your best efforts to keep on maintaining your closeness contacts and channels of communication with the ALL Mighty, who at the first place, had created this Universe, including any and all the elements contain in this world, which shall enable the human to be able to increase their quality of life.
• For instance the element of steel and iron (fe) had been planted as one of the significant element in this earth, which really helps the people living in this world to increase their quality of life, if they want to use their brain and skill.
• In the structural construction of high rise buildings, you will need the iron bar to establish the concrete and structure of such high rise buildings.
• This raw materials of steel and iron is not created by mankind, but is already there incorporated and planted in the earth that we live in, as part of the materials found in this world.
• As a believer in GOD, as the creator of this Universe including the world that you live in, we have to be creative in taking and processing such iron and steel to create for instance iron bars, flat bars and angle bars for the constructing of high rise buildings.
• Other materials such as copper are also important part of the elements contained in this world, which can be utilized by mankind to make joints of electricity components and other important tools which are needed to support our day to day modern life.
• We really have to thank GOD the ALL MIGHTY who provided us brain and mind so that we can optimize our skills in developing such elements of iron, metal, copper for the benefit and good welfare of mankind.
• We as Business Lawyers must equipped ourselves, with the legal business knowledge and skills to enable us in drafting the required business legal documents such as the Financing documents, Credit Revolving Agreement, Shareholders Loan Agreements and the corporate documents such as the Extraordinary General Shareholders Meeting, the Share holder Agreement, the Joint Venture Agreement, to support our Client’s Business need in communicating and incorporating their wishes and desires in producing the components of metal, copper and iron, nickel for the benefit of mankind, to make this world a better place for living;
• The above has to be in line with the desires of the Great Creator of this Universe to maintain good welfare and increase the benefit of all human beings living in this same 1(one) world.
• By thanking to GOD for the gracefulness and Kindness to us in equipping us with the Brain and minds in the mining, exploiting the raw elements of steel, iron, metal, nickle to develop and produce them to become iron bars, electricity component, and the skills for the Business Lawyer to draft and prepare all the necessary business documents including the Mining Contracts, Financing Contracts and the necessary Corporate documents, we shall hope that we may be useful to increase the quality life of mankind and make this world a better place to live in.
• Jakarta, June 29, 2009
• Agung Supomo Suleiman
• Partner of LAW FIRM Suleiman Agung & Co

11th Anniversary Years Suleiman Agung & Co

• Thanks to ALLAH THE ALLMIGHTY, it is today the 11th Anniversary Years of THE LAW FIRM now called Suleiman Agung & Co since 1st June 1998.
• This Law Firm has been 11 Years assisting Clients in the Oil Gas Sectors, Coal Mining Sectors, Coal Traders and Financier, Hotels, High Rise Buildings, Hospitals
• We assists Clients in preparing the Memorandum of Agreements (MOU), Cooperation Agreements, Joint Operation Agreements who are desiring to seek investors, acquiring assets of Hotels, joint operations in the oil and gas Sectors, Financing the Coal Mining Companies who needs finance assistance for their Coal Plants, jetties, and their operations sites.
• We assists Clients in preparing their financing agreements and its collateral documents and fiduciary deeds and registering such Fiduciary Deeds in the Indonesian Fiduciary Office.
• Our Firm conducts legal due diligence of the legal documentations and legal transactions and other legal aspects, and licences and prepared the Legal Report for assisting our Clients to give show the proper legal documentation which are required to be shown to the investors or the financier of the certain joint Project /investment to be pursued.
• Our Law Firm knows the significant legal aspects surrounding our Clients business transactions who desires to be success in their business ventures
• Thanks to GOD the ALL MIGHTY for GOD's Gracefulness for allowing this Law Firm SULEIMAN AGUNG & Co, to celebrate its 11Th anniversary Years on the 1st June 2009.
• May God Bless You all.
• Jakarta, 1 st June 2009 revised June 17, 2009
• 11th Anniversary Years Suleiman Agung & Co
• agung supomo suleiman