General Business Environment

Paripurna P Sugarda
Contract Law
• To make sure that a valid contract has been
established.
• Be aware of rights and obligations provided by the
draft.
• Interpretation of a statement and or conduct.
• Force majeure
• Choice of law, choice of jurisdiction, language.
• Indonesian Civil Code (KUH Perdata) Book III
• General law to the “special” law.
Business Organization
• What kind of appropriate vehicle we are going to
use to run our business?
• Partnership: maatschap (private partnership),
Firma, Comanditaire Vennootschap (limited
partnership.
• Regulate under Indonesian Commercial Code.
• Limited Liability Company (Perseroan Terbatas)
• Regulate under Law Number 40 of 2007 Concerning
Limited Liability.
Investment Law
• Purpose
• Law Number 25 of 2007 Concerning Capital
Investment (all forms of capital investing activity,
both by the domestic capital investor and foreign
capital investor, to undertake business within the
territory of the RI).
• Facilities: import duties, taxes, employment, rights
of land, repatriation of income.
• Negative list
Banking Law
• Law Number 7 year 1992 Concerning Banking as
Amended by Number 10 year 1998
• What is a bank; based on economic function (general
definition).
• Relationship between bank and its customers
• The concern of banking regulations
• Related banking regulations; Law Number 23 year 1999
Concerning Bank Indonesia, Law Number 24 year 2014
Deposit Insurance Corporation, Law Number 21 year
2011 Concerning Financial Services Authority (OJK).
Law on the Capital Market
• Law Number 8 year 1999
• The Capital Market is the activity of trading and
Offering Securities to the Public, the activity of a
Public Company with respect to Securities it has
issued, and the activities of Securities-related
institutions and professions.
• Liquidity, transparency,
Competition Law
• Law Number 5 year 1999 Concerning Prohibition of
Monopolistic Practices and Unfair Business
Competition.
• Monopolistic practices
• Relevant market
• Prohibited contract
• Dominant Position
Intellectual Property Law
• Law No. 28 of 2014 Concerning Copy Right Law
• Law No. 13 of 2016 Concerning Paten
• Law No. 15 of 2001 Concerning Trade Marks
• Law No. 13 of 2000 Concerning Integrated Circuit
• Law No. 30 of 2000 Concerning Trade Secret
• Geographic indications?
Bankruptcy Law

• Law Number 37 year 2004 on Bankruptcy and Suspension of

Obligation for Payment of Debts.
• The state or condition of a person (individual, partnership,
corporation, municipality) who is unable to pay its debt as they
are, or become due. The term includes a person against whom
an involuntary petition has been filed, or who has filed a
voluntary petition, or who has been adjudged a bankrupt.
• Means general seizure (sita jaminan) over all wealth
(kekayaan) of bankrupt (pailit) debtor with management and
settlement (pemberesan) thereof conducted by curator under
supervision of supervising judge.
Thank you