THIS INSTRUMENT is entered into by way of deed poll on 1 January 2013 by:

PT ABC, a limited liability company incorporated under the laws of Indonesia, whose
registered office is at Gedung Mentereng, Lt. 100, Jl. Banjir Kanal No. 1, Jakarta (the
Issuer).
WHEREAS:
(A)

The Issuer has, by a resolution of its board of directors passed on 1 January 2013 and
by a resolution of its shareholders passed on 1 January 2013, determined to create and
issue 100 Warrants to the Warrantholders, which will be exercisable, on the terms and
subject to the conditions set out in this Instrument, for Warrant Shares.

(B)

This Instrument has been executed by the Issuer as a deed poll in favor of the
Warrantholders.

(C)

In connection with the Warrants, the Issuer and the Guarantors have entered into a
Deed of Undertaking (as defined below) to create certain rights and give certain
representations, warranties and undertakings in favor of the Warrantholders.

(D)

All registered holders of Shares in the Issuer have irrevocably waived all pre-emption
rights conferred on them (whether by the Articles or otherwise) in relation to the issue
of Warrants pursuant to this Instrument.

Interpretation

1.1

In this Instrument, capitalized terms have the following meaning:

Affiliate means, in relation to any person, a Subsidiary of that person or a Holding

Company of that person or any other Subsidiary of that Holding Company;
Business Day means a day (other than a Saturday or Sunday) on which banks are open for
general business in Hong Kong, Singapore and Jakarta;
control means possession, directly or indirectly, of the power to direct or cause the
direction of the management or policies of a person, whether through the ownership of voting
securities, by contract or otherwise, and controller, controlled and controls shall be
construed accordingly;
Conversion means the conversion in the legal form of a company incorporated in the
Republic of Indonesia from a non-investment company to a foreign investment company (PT
Penanaman Modal Asing);
Deed of Undertaking means the deed of undertaking dated on or about the date of this
Instrument and executed by, among others, the Issuer, XYZ and the Guarantors;