KARNA PARTNERSHIP

KAR N A PARTNERSHIPLegal Solutions and Compliance

FIRM PROFILE 1KARNA PARTNERSHIP Firm Prof il e

Legal Solutions and Compliance

3KARNA PARTNERSHIP Firm Prof il e2 KARNA PARTNERSHIP Firm Prof il e

T H EF I R M

About us

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KARNA is an Indonesian law firm focusing on corporate and commercial law. We provide sophisticated legal counsel to entities of any size, in any stage of development, from burgeoning start-ups to large blue-chip companies.

Our combined expertise from top-tier firms and in-house legal counsel has helped us understand the practical necessity of legal and business strategy alignment.

KARNA aims to go beyond providing legal solutions and compliance by helping our clients craft powerful strategic ideas that are supported by strong legal foundations to achieve their business goal.

We take our time to understand each and every one of our client’s problems and needs before creating customized solutions that are relevant to the industry environment and trends.

Here at KARNA, we help our clients gain, retain and sustain their business.

KARNA’s main practices include: General Corporate and Commercial; Mergers and Acquisitions (M&A); Company Restructuring; Capital Markets; Venture Capital/Private Equity Deals; Digital Economy and Emerging Growth Businesses; Content and Entertainment; and Commercial Dispute Resolution.

T H E F I R MAbout us

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T H ET E A M

I I


Notable Representative Experience:

Represented InvestIdea in every deals performed.

Deal sourcing and investment management of

Investidea’s portfolios.

Assisted Gojek for data protection legal matters, content

business (movie production, OTT platform, and event),

information and technology contract management,

intellectual property legal matters, and Go-Life business.

Shares acquisition in Bank Saudara by Korean Woori

Bank valued at US$ 60 million.

Acted for Siam Cement Group for shares acquisition of

an Indonesian manufacturer of paper and box containers

valued at US$ 12.4 million.

Acted for Cargill in the acquisition of 50,000 Hectares

planation owned by palm oil producer PT Poliplant

Sejahtera, one of the largest plantation acquisitions in

Indonesia.

Acted for Mandala Energy in the acquisition of

participating interest in the Lemang Production Sharing

Contract (PSC) from Ramba Energy valued at

US$ 179.6 million.

Assisted Mundipharma Group in restructuring the

manufacturing and distribution structures of its Betadine

products in Indonesia.

Assisted a client in the defense of a major criminal case

in Indonesia on child abuse.

Education:

University of Pennsylvania, Master of Law (LL.M)

Universitas Padjadjaran, Bachelor of Law (S.H.)

Bar Admission:

Indonesian Bar Association

(PERADI) in 2015

Alvin Saptamandra SuryohadiprojoS.H., LL.M.Partner (Co-Founder)

Alvin has been practicing corporate law since

2013 with various working experiences of

lawyering at SSEK, a prominent and first-tier

corporate law firm in Indonesia, in-house at

Gojek, and investment analyst at InvestIdea

Ventures, a venture capital firm. These multi-

sectors background enable him to have holistic

legal approaches to business issues, breaking

down complexities that the clients are facing

and counseling them toward practical and

innovative solutions. His area of expertise

includes mergers & acquisitions, private

equity/venture capital investments, digital

economy and general corporate & commercial

transactions.

In addition to his resume, Alvin also took time

to explore his passion for business matters

through participation in a one-year business

and law course held by Wharton Business

School during his master of law study in

University of Pennsylvania.

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Represented several companies with regard to initial

public offering (IPO) and MTN issuance plans and its

implementations.

Represented a mining company group in relation to

the acquisition of a public company by way of in-kind

contribution in a Rights Issue process.

Represented a client for the acquisition of majority of

shares of a public company as well as in the process of

Mandatory Tender Offer (MTO).

Represented PT Jasa Marga (Persero), Tbk., for its

Rights Issue and sale of its securitized assets (assets

securitization).

Represented PT Bahana TCW Investment for the

establishment of a collective investment contract

(Kontrak Investasi Kolektif/KIK), for the purchase of

securitized assets from PT Bank Bukopin Tbk.

Represented a client, with regard to the acquisition of an

asset management company by UOB Asset

Management Ltd.

Represented a client to obtain a remittance license for

their business from Indonesian Central Bank

(Bank Indonesia).

Represented a client for the sale of EmasDigi (now:

Pluang) to GO-Ventures.

Education:

University of Washington, Master of Law (LL.M)

Universitas Indonesia, Masters of Law (M.H.)

Universitas Indonesia, Bachelor of Law (S.H.)

Bar Admission:


(PERADI) in 2016

Rizki Dwianda RildoS.H., M.H., LL.M.Partner (Co-Founder)

Rizki began practicing law professionally in

2011 at Makes & Partners, and held a Senior

Associate position at Hanafiah Ponggawa

& Partners (a member of Dentons Global

Network) before co-founding KARNA.

Apart from his contributions in the corporate

landscape, Rizki also enjoys the opportunity

to share his knowledge and experience in

trainings and seminars. His endless pursuit of

the law is also displayed by his participation

in several professional tests, including Capital

Markets Advocate Association (Himpunan

Konsultan Hukum Pasar Modal/HKHPM)

Underwriter Representative (Wakil Penjamin

Emisi Efek/WPEE) and Broker-Dealer

Representative (Wakil Perantara Perdagangan

Efek/WPPE) exams.

His works include, but were not limited to,

capital markets transactions and compliance,

start-up and financial technology related

licensing and transactions, general corporate

matters and acquisitions.



Represented PT CGS-CIMB Sekuritas Indonesia in

relation to dispute settlement regarding forced sale of

shares against its client in Badan Arbitrase Indonesia

(BANI).

Represented PT Putra Rahaditya Dewata in dispute

settlement case with Levi Strauss Indonesia (Levi’s).

Represented PT Aero Wisata, the subsidiary of Garuda

Indonesia Group, in employment litigation case.

Assisted PT Hollywood Nusantara Investama for the

production of Foxtrot Six the Movie.

Represented PT Telekomunikasi Indonesia Tbk in the

acquisition of PT Administrasi Medika.

Assisted Asia Rock Energy Group Ltd in

coal & mining project.

Represented PT Green Asia Food Indonesia

in various legal issues.

Part of PT Indonesia AirAsia in-house legal team on the

acquisition of PT Rimau Multi Putra Pratama Tbk (now:

PT Indonesia Air Asia Tbk) by Air Asia Group.

Education:

Universitas Pelita Harapan, Bachelor of Law (S.H.)

Bar Admission:


(PERADI) in 2016

Aditya Bagus Anggariady S.H.Partner (Co-Founder)

Aditya is an active listener with a unique

ability of simplifying compliance to his clients.

His interest in people has not only built him

an extensive network of contacts, but was

the underlying catalyst of founding KARNA.

Deeply invested in every relationship, Aditya

never fails to fight for his clients with a fierce

commitment.

With a personal passion for the aviation

industry, he began his career as attorney and

in-house counsel for PT Indonesia AirAsia.

He later diversified his experience by joining

a boutique firm specializing in corporate and

investments matters in Jakarta.

Since joining the Firm, he has been involved

in transactions relating to corporate and

commercial practices, acquisitions, corporate

restructuring, construction & infrastructure,

information technology, mining, employment

and commercial dispute resolutions.



Assisted in the formation of a Long-Term Business Plan

(2019 – 2024) for a State-Owned Airport Operator.

Advised a State-Owned Airport Operator on a Tender

to select a Strategic Partner to enhance their Non-

Aeronautical businesses in airport terminals.

Transaction Advisor for a State-Owned Power Company

on a Tender to select a Strategic Partner for a Coal Fired

Power Plant.

Conducted a Performance Appraisal Report for

submission to Otoritas Jasa Keuangan for a Toll Road

Construction project that is funded with a Reksa Dana

Penempatan Terbatas (RDPT) scheme.

Worked together with various professional services in the

development of a Feasibility Study for a Waste-to-Energy

Power Plant using a Public Private Partnership scheme.

Conducted a full-blown financial model review for a

lending bank to evaluate the bankability of a Mini-Hydro

Power Plant.

Conducted an assessment of various Holding company

structure alternatives for a group of State-Owned Port

companies.

Education:

Monash University, Master of Business & Commerce

Monash University, Bachelor of Business

Petrus Hadi Satria BapaB. Bus., M. Bus & Com.Advisor

Adi joins KARNA from two of the “Big Four”

consulting firms, and specializes in balancing

business opportunity with efficiency. He has

been engaging in advisory deals for almost 5

years where he had the chance to work in some

of the biggest names in the industry such as

PwC and KPMG.

His appetite for the finance market also

briefly led him to work as a Corporate Banker

in Bank Mandiri where he honed his skill of

identifying bankable companies. This added to

his expertise in business strategy and financial

engineering, which also includes corporate

restructuring,

With his experience and deep passion for

formulating strategies, Adi aims to assist

organizations in making informed business-

minded decisions that are aligned to their

strategy.


O U RS E R -

V I C E SI I I


General Corporateand Commercials

M&A Capital MarketsCompany Restructuring

Running a company appropriately means that the management

shall make sure that its corporate legal documentations are

handled properly, whether in any business activities or corporate

actions. A company must be equipped with proper licenses

to conduct its business. In addition to having good corporate

governance, this would enable the company to prepare itself

when dealing with potential financiers (e.g. banks or other

financial institutions) or investors, who will pay much attention

to the company’s corporate documents to, among others, assess

their risk of being involved with the intended company.

In an effort to ensure the corporate documents are in place,

especially during and following a corporate action, we offer our

assistance to help our clients with general corporate matters,

including, among others, conducting a general meeting of

shareholders or preparing a circular resolution of shareholders for

the increase of capital, change of shareholders, or appointment

of management members (Directors or Commissioners) in a

company.

Moreover, with our legal experience and knowledge, as well as

thorough assessment to the business, we are ready to help our

clients by preparing proper legal arrangement with their business

counterparts and securing our clients’ interest.

In M&A transactions, we are not limited to certain industries.

Our experienced lawyers would be able to assist our clients with

end-to-end legal assistances throughout the deal, from the

preparation of term sheet, conducting extensive due-diligence

process, and preparation of transaction documents (conditional

sale and purchase agreements, sale and purchase agreements,

etc.). Including in that process, assisting the clients through

negotiation phase until the fulfillment of post-closing conditions

with high attention to legal compliance aspects, as different

companies and industries varied in legal requirements and

compliance.

Capital Markets have become an alternative of fund-raising,

besides financing from financial institutions, and a platform to

purchase, sell or divest one’s assets.

Since the Indonesian authorities encourage the increase

of activities in capital markets, for instance, to have more

companies listed in the Indonesian Stock Exchange (IDX) and

Indonesian citizens to invest in capital markets, the industry

offers vast opportunities to business stakeholders.

Our role is to support clients in, among others, Equity offerings

(IPOs and Rights Issue), Debt Offerings, Securitization, Sale

and Purchase of shares in a public company, Tender Offer, and

providing legal and regulatory compliance such as corporate

secretarial works.

Development in the business sometimes requires companies to

adapt their structure to be compatible with the plan. Commonly,

companies intend to expand by adding new line of business

which completely unrelated to their initial business. Other

instance, new investor coming in and requesting the companies

to have a consolidated structure or even to dispose some of their

business. In order to have proper governance, a change to the

current structure is required to be conducted.

We advise this type of clients with company restructuring plan

and proper execution measure to make sure the plan is well

implemented.

O U R S E RV I C E S

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Venture Capital and Private Equity Deals

Content and Entertainment

CommercialDispute Resolution

Digital Economyand Emerging

Growth BusinessesWe are experienced in representing Venture Capital (VC)

and Private Equity (PE) from arranging structure (onshore

and offshore) to assisting the deal, both acquiring or selling

portfolios.

As we understand that the regulatory framework of VC/PEs in

Indonesia is still semi unregulated (the regulation is there, but

not well practicable), we intend to deliver practical and creative

solutions to our VC/PE clients. In best possible way, we also try

to help our client to be aware of any potential legal risks should

there is any major change in the industry.

Our firm services include, among others, connecting with

offshore VC/PE fund structure (fund administrator and fund

legal), structuring plan, deal plan (balance sheet investment, fund

investment, LBO, MBO, etc.), and preparation of deal documents

(convertible loan, joint venture agreement, shares sale and

purchase, shares subscription arrangements, etc.).

Content and entertainment business has been a big industry

with involvement of huge dollars amount since its first inception,

currently even more with the introduction of some new

business models. Now the business players are facing the so-

called content war, resulting from the establishment of various

movies, videos and music distribution channels in any forms.

Perfect competition translates to proper legal requirement and

compliance.

We have plenty experiences assissting content and entertainment

companies from preparing legal paperworks for movie

production, consisting of agreement with investors, vendors,

talents, distribution platform, etc., assisting the establishment of

an OTT platform and also their compliance to the applicable laws

and regulations.

Our dispute resolution team focuses on achieving our clients’

commercial objectives within the boundaries of the law. We

provide legal, commercial and strategic advice on wide range of

business disputes. We help our clients in both civil and criminal

dispute as well as other litigation matters before Indonesian

courts, including contractual and shareholders’ disputes, general

commercial litigation, and commercial arbitration.

In order to help settling business disputes as quickly and cost-

effectively as possible, our value proposition is to offer practical,

commercially-focused, solutions

We acknowledge the vast development of digital economy and

emerging growth businesses. The use of technology has become

fundamental in people’s life given the disruption aspect

it may offer.

We assist companies engaging in digital economy and emerging

growth businesses to be in the right legal track. We help clients

finding solution to balance their agile developments and

compliance to applicable laws. Legal should not prevent the

companies to grow, in other side high speed growth companies

should not put legal aspect behind.

Our type of clients in this industry include any tech companies

(B2B, B2C, B2B2C, O2O, etc.), financial technology (P2P Lending,

money remittance, payment gateway, credit-scoring, etc.), and

even also e-sport companies.

O U R S E RV I C E S


O U R C L I E N T S


C O N T A C T U S

[email protected]

KARNA PARTNERSHIP

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