1. A Securities Company may not be controlled, either directly or indirectly by an individual who:
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1 RULE NUMBER V.A.1 : LICENSING OF A SECURITIES COMPANY Attachment : Decision of the Chairman of Bapepam Number : Kep-45/PM/1997 Date : December 26, 1997 Substitute Prior Decision Number : Kep-24/PM/1997 Date : January 17, A Securities Company may not be controlled, either directly or indirectly by an individual who: a. has ever committed a disgraceful act or been convicted of a crime in a financial sector; and b. does not have good character and morals. 2. Directors or commissioners of a Securities Company must at least, fulfill the following requirements: a. be legally competent; b. have not been declared bankrupt or been a director or commissioner that caused a company to go bankrupt; c. have never committed a disgraceful act or have been convicted of a crime in a financial sector; d. have a good character and morals; and e. have capital market expertise. 3. Other requirements that must be fulfilled by directors and commissioners are as follows: a. directors of a Securities Company are prohibited from concurrently holding a position in another company, and commissioners are prohibited from being commissioners of another Securities Company; and b. all directors of a Securities Company must have an individual license as a Securities Company Representative in accordance with their respective responsibilities; and c. directors must be residents of Indonesia. 4. An application for a Securities Company business license shall be submitted to Bapepam in 4 (four) copies, using Form Number V.A.1-1, attachment 1 of this rule. 5. The license application referred to in number 4 of this rule should be accompanied by the following documents: a. the company s deed of establishment approved by the Minister of Justice, including any amendments of the articles of association that have been approved by the Minister
2 of Justice; b. the company s tax registration number; c. a list of members of the board of directors and the board of commissioners as well as employees who have individual licenses as Securities Company Representatives, accompanied by: 1) a curriculum vitae; 2) the latest formal education certificate and or certificate indicating expertise in the capital market; 3) a license as a Securities Company Representative; 4) identity card or passport; and 5) four current 4x6 cm photographs. d. a list of names and data of shareholders, which contains: 1) individual data including: a) curriculum vitae; b) identity card or passport; and c) four current 4x6 cm photographs. 2) institution data including: a) the articles of association; and b) the latest financial statements. e. a description of any individuals who either directly or indirectly control the Securities Company; f. a list of employees, one level below the directors, who do not have a Securities Company Representative license and their positions in the company; g. a work permit (IKTA) for non-indonesians; h. financial statements audited by an Accountant registered with Bapepam which should be submitted not later than 60 days after the date of the annual financial report; i. a joint venture contract for joint venture Securities Companies; j. a current bank statement; k. proof of paid-in capital; l. Net Adjusted Working Capital; m. a statement indicating that the Securities Company is not controlled, either directly or
3 indirectly, by an individual who: 1) has committed a disgraceful act or been convicted of a crime in a financial sector; and 2) does not have a good character and morals. n. a statement indicating that directors and commissioners fulfill the following requirements: 1) are legally competent; 2) have not been declared bankrupt or been a director or commissioner that caused a company to go bankrupt; and 3) have not committed a disgraceful act or been convicted of a crime in a financial sector. o. a statement indicating that the Securities Company is fully financially accountable for the company s activities performed by its directors, representatives, employees and other persons who are working for the company; p. a statement indicating that the directors and commissioners are not a director in another Securities Company; q. a statement indicating whether or not each director and commissioner has a family relationship up to the second degree with another director or commissioner in the Securities Company; r. a statement indicating whether or not each director or commissioner has a family relationship up to the second degree with a director or commissioner of another Securities Company or Issuer that is listed on a Securities Exchange; s. a statement indicating that employees who have licenses as Securities Company Representatives do not work for another Securities Company; t. information regarding the location of the office, room layout, and photographs of the Securities Company; u. organizational structure including job descriptions for employees up to one level below the directors; v. a description of the operational plan and purpose of the company; and w. responses to questions on Forms A, B, C, and D. 6. For a Securities Company that already has a license to engage in one Securities Company business activity and desires to apply for another license, the financial statements referred to item 5 letter h are only valid for a period of not more than 180 (one hundred and eighty) days after the financial statement date. 7. In processing an application for a Securities Company business license, Bapepam will examine the completeness of the documents, and may conduct interviews and make an inspection, if deemed necessary. 8. If the application for a business license does not comply with the requirements, Bapepam
4 will notify the applicant stating that: a. the application is incomplete, using Form Number V.A.1-2, attachment 2 of this rule; or b. the application is rejected, using Form Number V.A.1-3, attachment 3 of this rule. 9. If the application meets the requirements, Bapepam will grant a license to the applicant, using Form Number V.A.1-4, attachment 4 of this rule. 10. Any plan to transfer the ownership of shares of the Securities Company must be reported to Bapepam for a determination of whether it complies with Article 35 item (1) of Government Regulation number 45 of 1995 concerning the Capital Market. 11. Item 10 above does not apply to Securities Companies that are Public Companies and the transfer of Securities mentioned does not result in a direct or indirect change of control. 12. When commissioners and directors retire, the Company must inform Bapepam within 2 (two) working days after the date of retirement.
5 FORM NUMBER : V.A.1-1 Attachment : 1 STATEMENT LETTER I, the undersigned, Name :... Address : (Street & Number)... - (City & Zip Code) in the capacity as shareholder of PT... state that I: a have/(have not) committed a disgraceful act and been convicted of a crime in a financial sector; and b. have (have not) a good character and morals. The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name)
6 FORM NUMBER : V.A.1-1 Attachment : 2 STATEMENT LETTER I, the undersigned: Name Address : : (Street & Number)... - (City & Zip Code) in the capacity as a director/commissioner of PT state that I: a b c am (am not) legally competent; have (have not) been declared bankrupt or have (have not) been the director or commissioner that caused a company to go bankrupt. have (have not) committed a disgraceful act or been convicted of a crime in a financial sector. The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name)
7 FORM NUMBER : V.A.1-1 Attachment : 3 We, the undersigned: STATEMENT LETTER 1. Name :... Title :... Address : (Street & number)... - (City & Zip Code) 2. Name : Title : Address : (Street & Number)... - (City & Zip Code) based on the articles of association of the corporation are authorized to act for and on behalf of...pt... located in... with the main office address... state that the corporation will be financially responsible for the acts of directors, Securities Company Representatives, employees and Persons that work for the Company in relation to its activities as a Securities Company. The statements herein are correct and complete and may be used for the purposes submitted...., Director, stamp duty (full name) (signature) 1.(...) (...) 2.(...) (...)
8 FORM NUMBER : V.A.1-1 Attachment : 4 I, the undersigned: Name Address : : (Street & Number) (City & Zip Code) STATEMENT LETTER in the capacity as a director/commissioner of PT... located in... herewith state that I do not serve concurrently as a director of another Securities Company. The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name)
9 FORM NUMBER : V.A.1-1 Attachment : 5 I, the undersigned : Name Title Address STATEMENT LETTER : : Director/Commissioner/ Purpose Commissioner/ Purpose Director : (Street & Number) (City & Zip Code) state that I do (do not) have any family affiliation up to the second level with another director or commissioner, who is Mr./Mrs....(if applicable) The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name
10 FORM NUMBER : V.A.1-1 Attachment : 6 I, the undersigned : Name Title Address : : Director/Commissioner : (Street & Number) (City & Zip Code) STATEMENT LETTER state that I do (do not) have any family affiliation up to second level with the director/commissioner of another Securities Company or Exchange listed Issuer, that is PT..., and Mr./Mrs....(if any) The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name)
11 FORM NUMBER : V.A.1-1 Attachment : 7 I, the undersigned : Name Title Address : : : (Street & Number) (City & Zip Code) STATEMENT LETTER as a Securities Company Representative number... date... state that I work only for PT... and do not work for another Securities Company. The statements herein are correct and complete and may be used for the purposes submitted...., stamp duty... (full name
12 FORM NUMBER : V.A.1-1 Attachment : 8 LIST OF QUESTION I. INSTRUCTIONS FOR ANSWERING THE QUESTIONS 1. All of the questions must be answered by the Applicant. 2. Signed by the director, the commissioner, or the control person or substantial share holder on a stamped document. 3. Put a mark in the box in front of the word yes, if your answer is Yes, or put a mark in the box in front of the word no if the answer to the question is no. For each yes answer, the applicant must provide a clear and detailed explanation which shall include: a. related institutions; b. cases and dates of the action taken; c. the court or institution taking the action; and d. the action taken and sanction imposed. II. THE INTEGRITY OF THE APPLICANT, CONTROL PERSON OR DIRECTOR AND COMMISSIONER Definition Investment is any activity pertaining to securities, banking, insurance, or real estate and includes activities directly or indirectly related with Securities Companies, Investment Advisors, banks, or other companies in the financial sector. Please answer the following questions: 1. In the past ten years has the Applicant been convicted of or pleaded guilty or nolo contedere ( no contest ) to: a. a felony or misdemeanor involving investments or an investment related business, fraud, false statement or embezzlement, or bribery, counterfeiting or extortion? b. any other crime?
13 2. Has any court: a. ever declared the Applicant to be bankrupt? b. in past ten years enjoined the Applicant in connection with any investmentrelated activity? c. ever found that the Applicant caused an investment-related business to have its license or authorization to do business denied, suspended, revoked, or restricted? 3. Has Bapepam ever: a. found the Applicant to have made a false or negligent statement? b. found the Applicant to have been involved in a violation of a Capital Market regulation? c. found that the Applicant caused an investment-related business to have its license or authorization to do business denied, suspended, revoked, or restricted? d. entered an order denying, suspending, or revoking the license of the Applicant, or otherwise sanctioned or restricted the Applicant s activities? 4. Has any other authorized institution: a. ever found the Applicant to have made a false or misleading statement or to have been dishonest, unfair, or unethical? b. ever found the Applicant to have been involved in a violation of applicable investment regulations, decrees or statutes? 5. Has any securities exchange ever: a. found the Applicant to have made a false statement or omitted to state facts
14 that should have been stated? b. found the Applicant to have been involved in a violation of Securities Exchange rules? c. found the Applicant, to have been the cause of an Investment Fund related business having its license or authorization to do business, suspended, revoked or restricted? d. disciplined the Applicant by expelling or suspending it from membership, by barring or suspending its association with other members, or by otherwise restricting its activities? 6. Has any foreign government court, regulatory agency, or Securities Exchange ever entered an order against the Applicant related to investments or fraud? 7. Is the Applicant involved in any court proceedings? 8. Has any insurance company ever refused to pay compensation or revoked the Applicant s insurance? 9. Does the Applicant have any liabilities based on a court decision or other commitments made with other Persons which he can not meet? 10. Has the Applicant ever been a director of a Securities Company, a commissioner, an individual Investment Advisor or control person of Securities Company that has been declared bankrupt? 11. Does the Applicant alone or together with others not own 5% (five percent) or more of the shares of any Issuer or 20 % (twenty percent) of the shares of another Securities Company?...,... (place and date ) Applicant/Director/Commissioners/Control Person/ substantial shareholder, stamp duty... (Full Name )
15 FORM NUMBER : V.A.1-1 Attachment : 9 LIST A, B, C, AND D List A 1. Provide statements regarding owners or shareholders, commissioners and officers, using the following table. Use list C to provide needed explanations 2. a. An officer is a director or officer one level below director and person(s) who have similar positions. b. An owner is a shareholder or shareowner who owns 5% (five percent) or more of the applicant s shares. 3. Report any changes in commissioners, officers, shareholders and owners as defined above including the date the Person(s) became and left from the named positions in the company, using the following table: List of Commissioners, Officers and shareholders Full Name Started Date D/M/Y Ended Date D/M/Y Title Percentage of ownership Tax Registration Number Citizenship List B List of Licensed Securities Company Representatives No Full Name Title Broker-dealer representative license No/ Date Underwriter representative license No/ date Inv. Manager License No/ date
16 List C Explanations to the Yes answers to questions number 1 through 11 and any other explanations from list A and B List of Explanations to Question number 1 through 11 No Number Question/List Explanation List D List of Branch Offices and its Changes No Branch Name Address Name and Tax Reg. No Branch Officer Nature of Change Description
17 FORM NUMBER : V.A.1-1 Attachment : 1 Rule Number : V.A.1 Number :..., Enclosure : Subject : Application for a Securities Company Business License... To: The Chairman of Bapepam In Jakarta We hereby submit our application for a license as a Securities Company to engage in the following type(s) of business... For your consideration, we submit the following data: 1. Name of Applicant : Address :... (street & number ) (City & Postal Code) 3. Name of Securities Company:... (local/joint Venture) 4. Tax Registration Number: Capital: a. Authorized Capital : b. Paid in Capital : Securities Company Address: (street & number ) (City & Postal Code) 7. Phone, Fax, and Telex number : Contact Person : (Authorization Letter) 9. Securities Company Business License(s) held:... To complete this application, we attach the following documents: 1. the company s deed of establishment approved by the Minister of Justice, accompanied by any amendments to the articles of association that have been approved by the Minister of Justice;
18 2. the Company s Tax Registration Number; 3. a list of the board of directors and the board of commissioners as well as employees who have individual licenses as Securities Company Representatives, which are accompanied by: a. curriculum vitae; b. the latest formal education diplomas and or certificates of expertise in the Capital Market; c. copies of the Securities Company Representatives licenses; d. Identity Cards (KTP) or passports; and e. 4 (four) current 4x6 cm photographs. 4. a list of shareholders, which is accompanied by: a. individual data including: 1) Curriculum vitae; 2) Identity Cards (KTP) or passports; and 3) 4 (four) current 4x6 cm photographs. b. Institution data including: 1) The articles of association; and 2) The latest financial statements. 5. a description of all individuals who either directly or indirectly control the Securities Company; 6. a list of employees, one level below the directors, who do not have a license as Securities Company Representatives and their positions in the company; 7. Work permits (IKTA) for non-indonesians; 8. Financial statements audited by an accountant registered with Bapepam, which is submitted not later than 60 (sixty) days after the financial statement date, or not later than 180 (one hundred and eighty) days after the financial statement date for a Securities Company that is already engaged in another licensed Securities Company business operation and is applying for another license; 9. The joint venture contract, for a joint venture company; 10.The bank balance; 11.proof of paid-in capital; 12.The Net Adjusted Working Capital; 13.a statement, using attachment 1 of this form, indicating that the Securities Company is not directly or indirectly controlled by an individual who: a. Has committed a disgraceful act or been convicted of a crime in a financial sector; and b. Does not have a good character and morals.
19 14.a statement, using attachment 2 of this form, indicating that directors and commissioners fulfill the following requirements; a. are legally competent; b. have not been declared bankrupt or been a director or commissioner that caused a company to go bankrupt; and c. have not committed a disgraceful act or been convicted of a crime in a financial sector; 15.a statement indicating that the Securities Company is fully financially responsible for the company s activities performed by its directors, Securities Company Representatives, employees and other Persons who are working for the company; 16.a statement indicating that the directors and commissioners do not work as a director in another Securities Company; 17.a statement indicating whether or not each director and commissioner has a family relationship up to the second degree with another director or commissioner in the Securities Company; 18.a statement indicating whether or not each director and commissioner has a family relationship up to second degree with a director or commissioner of another Securities Company or Issuer which is listed on a Securities Exchange; 19.a statement indicating that employees who have licenses as Securities Company Representatives do not also work for an other Securities Company; 20.Information regarding the office location, room layout, and photographs of the Securities Company; 21.the organizational structure, including job descriptions of employees up to one level below the directors; 22.a description of the company s operational plan and mission; and 23.Answers to the questions of attachment-8 (Questionnaire) and of attachment-9 (Lists A, B, C, and D) of this form. Thank you for your attention. Applicant, stamp... (Full Name)
20 FORM NUMBER : V.A.1-2 Attachment : 2 Rule Number : V.A.1 Number : S- /PM/19.. Jakarta, Enclosure : --- Subject : Notification of missiing data in the application for a Securities Company business license as... attention to... at Referring to your letter number...date... regarding..., we hereby notify you that your application needs additional data as follows : With respect to the above matter, we hereby inform you that your application cannot be considered further until you have submitted the information referred to above. Please be advised accordingly. cc: 1. Secretary 2. Heads of Bapepam Bureaus CAPITAL MARKET SUPERVISORY AGENCY Chairman... NIP....
21 FORM NUMBER : V.A.1-3 Attachment : 3 Rule Number : V.A.1 Number : S- /PM/19.. Jakarta Enclosure : -- Subject : Rejection of an application for a Securities Company Business license as... To at - Referring to your letter number:... dated... regarding..., after examining your application, we inform you that your application is rejected for the following reasons: Please be advised accordingly. CAPITAL MARKET SUPERVISORY AGENCY Chairman cc: 1. Secretary of Bapepam 2. Heads of Bapepam Bureaus... NIP...
22 FORM NUMBER : V.A.1-4 Attachment : 4 Rule Number : V.A.1 DECISION OF THE CAPITAL MARKET SUPERVISORY AGENCY NUMBER /PM/19.. CONCERNING GRANTING A SECURITIES COMPANY BUSINESS LICENSE AS... TO PT... (NPWP:... - ) CHAIRMAN OF THE CAPITAL MARKET SUPERVISORY AGENCY Reading : The application for a Securities Company license as... from PT... Number... date... Considering : that your application has met the requirements established for granting a Securities Company business license as... Bearing in mind: 1. Law Number 8, of 1995 concerning the Capital Market (Statute Book Number 64, 1995, Additional Statute Book Number 3608); 2. Regulation of the Government of the Republic of Indonesia Number 45, 1995 concerning Capital Market Organization (Statute Book Number 86, 1995, Additional Statute Book Number 3617); 3. Decree of the Minister of Finance of Republic of Indonesia, Number 647/KMK.010/1995 concerning the Limitation of a Securities Company share ownership by foreign investors. 4. Rule of the Chairman of the Capital Market Supervisory Agency, Number KEP-.../PM/1996 concerning Licensing of Securities Companies. HAS DECIDED Stipulating : THE CAPITAL MARKET SUPERVISORY AGENCY DECISION GRANTING A SECURITIES COMPANY BUSINESS LICENSE AS:...TO PT... Article 1 Granting a Securities Company business license as..., with its main office address at... Article 2 This decision is effective as of the date of issuance. Article 3 If this decision is found to be defective, it will be corrected.
23 Issued In : Jakarta on : January 17, 1996 CAPITAL MARKET SUPERVISORY AGENCY Chairman,, cc: 1. Secretary of Bapepam 2. Heads of Bapepam Bureaus... NIP...
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