Our Firm

Established since 1981, Tumbuan & Partners (T&P) is one of the leading Indonesian law firms in the market, specializes in various aspects of corporate, capital market and business law.

Our Lawyers

We believe in the power of teams, rather than individuals. We bring together groups of people with just the right mix of skills and experience to secure successful outcomes.

Our Expertise

Our combined sector and expertise enable us to maintain commercial developments, identify opportunities, and anticipate challenges to ensure our partnership with the clients can bring real value.

ONE OF THE LEADING INDONESIAN LAW FIRMS IN THE MARKET

Established since 1981 by Fred B.G.Tumbuan, a highly respected commercial law practitioner, academic and author who is regularly involved in the drafting of Indonesia’s commercial legislation and serves as an advisor to a number of Indonesian government ministries.

We have assisted a wide array of transactions and businesses with complex legal needs. Throughout the years, our team has rapidly expanded as being solid and considered as one of the leading Indonesian law firms in the market. We champion our clients' interests and we are proud to help many of our clients use their success to make the world a better place.

As a firm, we are committed to the highest standards of professional integrity and excellence in the practice of law and leadership in the development of Indonesian law and legislation through education and public service.

EXPERTISE

T&P specializes in various aspects of corporate and business law. Our practice areas include among others Banking & Finance, Capital Markets & Securities, Commercial Arbitration, Commercial Litigation & Anti-trust, Construction & Infrastructure, Debt & Corporate Restructuring, Bankruptcy & Suspension of Debt Payments, Foreign & Domestic Capital Investments, Merger & Acquisition, Mining & Energy, Oil & Gas, and Telecommunication, Media & Technology.

Our clientele include state-owned enterprises, private and multinational companies, domestic, foreign and multinational banks, financial institutions, as well as start-up companies. Our deals vary largely in type and size, many of which includes major transactions and highly complex deals, all of which have given the opportunity for us to grow and attain firsthand experience in the practice of Indonesian law.

We are listed in “Capital Market Lawyers and Notaries in IPO Transactions Rankings for the year 2019” as one of the top 3 law firms based on the highest total IPO issuance amount and top 4 law firms based on the highest total number of IPO transactions involved in.

Throughout the years, we have rapidly expanded as being a solid team and is considered as one of the leading Indonesian law firms in the market.

BANKING & FINANCE

T&P acts as legal adviser to domestic and foreign banks and other financial institutions in all aspects of banking and finance, from simple bilateral loans to complex credit facilities and restructurings. We handle bilateral and syndicated loans, club deals, secured and unsecured financing, structure financing, construction loans, project finance, derivatives transactions, asset-based instruments, corporate finance instruments including exchangeable bonds, convertible bonds, floating rate notes and medium term notes, and cross-border financing transactions.

We assist and act as legal adviser to borrowers, lenders, sponsors, arrangers and underwriters in the negotiation, structuring and drafting of various agreements and other necessary documents.

We also provide advice on banking law, including licensing of banks, single presence policy in the banking sector, securitization and the parties’ obligations under applicable banking law regulations.

CAPITAL MARKETS & SECURITIES

T&P acts as legal adviser to issuers, arrangers and underwriters in connection with the issuance of capital market securities (equity and debt) by Indonesian companies through the Indonesian capital market and overseas capital markets, including IPOs, rights issue, bonds, notes, secondary offerings, mutual investment funds (reksa dana) and other derivatives products.

We act as legal adviser to domestic and foreign parties in providing legal advice and assistance on issues related to the Indonesian capital market regulations, including material and affiliated transactions, tender offers, go-privates, private placements, insider trading, employees stock option plans and compliance with the Indonesian capital market regulations. We also assist parties in obtaining broker licenses, investment manager licenses and underwriter licenses.

Our Senior Partner Fred B.G. Tumbuan has since the beginning of the 1980s been involved in capital market transactions and is more than acquainted with the capital market practices. He acted as the external legal counsel of the Financial Services Authority (Otoritas Jasa Keuangan or OJK) with respect to the Indonesian Capital Market and Non-Bank Financial Institutions. Our Managing Partner Jennifer B. Tumbuan is a qualified capital markets lawyer and is extensively involved in capital market transactions, in addition she is active in the Capital Market Legal Consultants Association (Himpunan Konsultan Hukum Pasar Modal or HKHPM) and currently is acting as one of the vice chairmans.

We have established good relationship with the OJK (Otoritas Jasa Keuangan/Financial Services Authority), BEI (Bursa Efek Indonesia/Indonesian Stock Exchange), and other regulatory agencies and has often provided input and advice on drafts of regulations.

COMMERCIAL ARBITRATION

Our Senior Partner Fred B.G. Tumbuan, besides being a registered BANI (Indonesian National Board of Arbitration) Arbitrator and in that capacity being active as an arbitrator in the resolution of disputes submitted to arbitration under the BANI Rules, a registered member of IArbI (Indonesian Arbitrators Institute), he is also a member on SIAC (Singapore International Arbitration Centre) Panel of Arbitrators and a member on APRAG (Asia Pacific Regional Arbitration Group) Panel of Arbitrators and a member of KLRCA (Kuala Lumpur Regional Centre for Arbitration) Panel of Arbitrators. He has further also acted as an expert witness regarding aspects of Indonesian law and their effect on disputes with respect to contracts governed by Indonesian law that were submitted to arbitration and the courts held in Jakarta and in Singapore.

COMMERCIAL LITIGATION & ANTI-TRUST

T&P acts as legal adviser to domestic and international companies in providing legal advice and assistance in anti-trust trade practices to comply with the Indonesian anti-trust law.

CONSTRUCTION & INFRASTRUCTURE

T&P acts as legal adviser to construction companies in their different corporate actions, many who are also state-owned companies. We also act as legal adviser to companies working on infrastructure projects (such as (toll) roads, rails, electricity, telecommunication & broadband, manufacturing plants, ports, hospitals).

DEBT & CORPORATE RESTRUCTURING, BANKRUPTCY & SUSPENSION OF DEBT PAYMENTS

T&P acts as legal adviser to lenders and borrowers in all aspects of debt and corporate restructuring including capital reductions, recapitalizations, takeovers, mergers, spin-offs as well as formations of new entities. We assist clients in preparing documents and agreements related to proposed restructurings, bankruptcies and suspensions of debt payments.

We also provide legal advice on bankruptcy and suspension of debt payments. Our Senior Partner Fred B.G. Tumbuan was involved in the review and drafting of the Indonesian Bankruptcy law.

FOREIGN & DOMESTIC CAPITAL INVESTMENTS

T&P acts as legal adviser to domestic and foreign parties in providing legal advice and assistance on issues related to the Indonesian investment law, including the setting up of joint venture foreign investment (PMA) companies within the framework of the Indonesian investment law and drafting the required documents.

We assist clients in negotiations with the Investment Coordinating Board (BKPM) and other relevant authorities e.g. the Ministry of Finance, the Ministry of Forestry and the Ministry of Energy, and Mineral Resources in obtaining the necessary permits and licenses.

We also assist foreign parties to operate in Indonesia through representative and branch offices, permanent establishments or agencies, or under license and franchise agreements.

GENERAL CORPORATE

We assist domestic and foreign clients in understanding and complying with Indonesian law on general corporate matters including issues of company law, human resources and other Indonesian corporate entities such as Koperasi (Cooperatives) and non-corporate entities such as Civil and Commercial Partnerships (Persekutuan Perdata, Firma and CV). 

Our Senior Partner Fred B.G. Tumbuan has written numerous articles and seminar papers on various aspects of Indonesian contract law, corporate law, securities law and bankruptcy law. He was involved in the review and drafting of the Indonesian Company law, the Indonesian Bankruptcy law, the Fiduciary Security Law, the Law on the Yayasan (Foundation) and the Law on Advocates (Attorneys-at-law). Presently, he is a member of certain teams charged with the review and/or drafting a revision of the existing law on the Civil and Commercial Partnerships, the law on Associations, the law on Hypothec (mortgage) of Registered Ships and Aeroplanes and the law on the Orphan Chamber (Balai Harta Peninggalan). He has also published several  books published by Kompas Gramedia  titled “Indonesian Unincorporated Business Entities and The Limited Liability Company” (2011), “An Anthology of Indonesian Private Law Essays” (2012), and “Himpunan Mengenai Beberapa Produk Legislasi dan Masalah Hukum di Bidang Hukum Perdata” (2017).

T&P was acknowledged by Asia Law Profile as a Recommended Law Firm in the Field of Corporate in the last 6 (six) consecutive years of Year 2015 until 2020. 

ISLAMIC FINANCE

T&P assists clients in Islamic Finance related to sharia-based transactions. In 2013 We were appointed as the legal counsel to the Government of Indonesian after a tender process which was conducted by the Ministry of Finance with regards to the issuance of retail sovereign sukuk SR-006 series with a fixed return of 8.75 percent per year by the Government of the Republic of Indonesia.

MERGER & ACQUISITION

T&P acts as legal adviser to domestic and foreign investors, corporations, private equity and investment funds in carrying out mergers and acquisitions (M&A). We also provide legal assistance in the structuring and negotiation with respect to the M&A, provide legal advice on compliance with legal requirements, prepare the necessary documents, produce detailed legal due diligence reports of Indonesian companies and liaise with government agencies and civil law notaries.

The industries in which we have M&A experience are construction, real estate, mining, manufacturing, agribusiness, chemical, banking and finance and insurance. Our Managing Partner Jennifer B. Tumbuan has been extensively involved in various M&A deals, involving both private and public listed companies. In 2011 she had acted as legal adviser to a mining company in the acquisition of a foreign public listed company which was funded by a loan which is believed to be the single largest underwritten loan by any bank in Asia in that year.

MINING & ENERGY

T&P provides legal advice to domestic and international mining companies on the mining laws and regulations including establishment of mining companies, obtain the necessary permits and licenses, environmental issues, mining concessions and compliance with the regulatory framework. We also assist in the corporate actions, mergers and acquisitions, financing and restructuring of mining companies.

Our Managing Partner Jennifer B. Tumbuan has an extensive background in the mining practices in Indonesia as she has been working for a large mining company in Indonesia as an external counsel. She is acquainted with mining related matters both theoretically as well as practically. Our other Partner, Rita Meirina, also has extensive background in the mining practices as she has been working as the inhouse counsel for a large gold mining company namely PT J Resources Asia Pasific Tbk for more than 3 years.

OIL & GAS

T&P provides legal advice to oil & gas companies on the oil & gas laws and regulations, including with regard to foreign ownership and compliance with the regulatory framework and also assists oil & gas companies in their corporate actions such as IPOs, acquisitions, joint ventures, project finance deals, financings, exploration and exploitation transactions.

PRIVATE EQUITY

T&P assists strategic investors who through private equity intend to invest in a certain company and/or industry in Indonesia. We are working closely with tax consultants and/or auditors, advises on investment structures, alternative investment mechanisms and the regulatory and ownership restrictions that are applicable to the relevant industries.

PROJECT & NATURAL RESOURCES

T&P assists domestic and foreign parties including investors, lenders, borrowers, sponsors, developers and the Indonesian government in restructuring existing projects and creating financial structures for new projects to obtain the necessary funds, including project finance for industrial, mining and other major infrastructural projects.

One of our major client in the oil & gas sector includes PT PLN (Persero) in which we were involved in reviewing its Power Purchase Agreement  and EPC Contract as well as in preparing, analyzing and finalizing a draft template of the Power Purchase Agreement and EPC Contract to be used by PLN.

REAL ESTATE

T&P acts as legal adviser to real estate companies in their different corporate actions including assisting companies (in their role as buyer or seller) in the sale and purchase of plots of land, in performing legal due diligence on assets that comprise of plots of lands and buildings, in drafting and/or reviewing lease agreements, and also advises companies on among others agrarian law, construction law and property law.

ACHIEVEMENTS