LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

Overview of relevant laws and regulations in Indonesia(g) pro forma balance sheet of the acquiring company prepared in accordance with the prevailingIndonesian GAAP;(h) method for settling the rights of shareholders who disagree with the acquisition plan;(i) method for settling the status, rights, and obligations of the members of the Board of Directors, theBoard of Commissioners, and employees of the target company;(j) estimated timeline for completing the acquisition, including timeline to give an authorization for thetransfer of shares from the shareholders to the Board of Directors;(k) draft amendments to the Articles of Association of the target company as a result of the acquisition (ifthese are required).The requirement to prepare this acquisition plan does not apply to acquisitions that are conducted directlythrough the shareholders.If the acquisition is conducted through the Board of Directors, the Board of Directors of the acquiringcompany should do the following not later than 30 days prior to the date of notice of Extraordinary GeneralMeeting of Shareholders (EGMS):(a) announce the summary of the acquisition plan in at least one Indonesian national newspaper; and(b) announce the acquisition plan in writing to the employees.The provision on such announcement also applies to acquisitions conducted directly through theshareholders.Following the announcement, creditors may file an objection with the company within 14 days after theannouncement. If there is any objection that cannot be settled until the date of the EGMS, that objectionmust be presented to the EGMS for resolution. Further, pursuant to the New Company Law, the acquisitioncannot be completed if the objections of the creditors have not been resolved.The New Company Law explictly states that the obligation of the announcement above is applied for theacquiring company. However, some legal practicioners intepret that the announcement requirement alsoapplies to the target company.248