Partners

Fred B. G. Tumbuan

Senior Partner

fbgtumbuan@tumbuanpartners.com

Fred B.G. Tumbuan who is the senior partner established the firm in 1981. He studied Philosophy at the Pontifical Athenaeum, Poona, India; Theology at the Jesuit Theological College, Melbourne, Australia; and Law, Universitas 17 Agustus'45, Jakarta. He had been a lecturer from 1982 until 2011 in corporate law and bankruptcy law at the legal studies post‑graduate program (Program Pascasarjana) of the Faculty of Law, of Universitas Indonesia in Jakarta. He specializes in corporate finance and business law, covering banking and capital market transactions and general corporate work.

His corporate finance and business law experience has covered acting as Indonesian legal counsel to offshore financial institutions in foreign currency financings to Indonesian borrowers, both private companies as well as state-owned companies. He has also been involved in numerous Indonesian and global securities offerings by Indonesian Issuers.

He has been involved in the preparation and negotiation of joint venture agreements, articles of association and other related agreements for the setting up of joint venture companies by both state-owned and private Indonesian companies within the framework of the foreign capital investment law since the establishment of the firm until now.

Besides being a registered BANI (Indonesian National Board of Arbitration) and IArbI (Indonesian Arbitrators Institute) Arbitrator, he is also a member on SIAC (Singapore International Arbitration Centre) Panel of Arbitrators, a member on APRAG (Asia Pacific 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.

He has written numerous articles and seminar papers on various aspects of Indonesian contract law, corporate law, securities law and bankruptcy law. He has in addition recently published two studies on respectively Indonesian corporate law entitled “Indonesian Unincorporated Business Entities and the Limited Liability Company” and Indonesian private civil law entitled “An Anthology of Indonesian Private Law Essays”. 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).

Professional Activities

He is currently inter alia a member of the Board of Commissioners of PT Nestle Indonesia; National Committee on Governance Policy (Komite Nasional Kebijakan Governance), Corporate Sub-Committee (Sub-Komite Bidang Korporasi); Supervisory Board and Chartered member of LKDI (Indonesian Institute of Commissioners and Directors); Chairman of the Certification Committee of AKPI (Indonesian Association of Trustees in Bankruptcy and Administrators); a member of the Team of Legal Experts of the Ministry of Defence (Tim Pakar Hukum Pertahanan, Kementerian Pertahanan); a member of the Team of Experts of the Legislative Committee of the Ministry of Law and Human Rights (Tim Pakar Penyusunan Peraturan Perundang-undangan Kementerian Hukum dan Hak Asasi Manusia); a member of the Oversight Committee of Company Law of the Ministry of Law and Human Rights (Tim Ahli Pemantau Hukum Perseroan Kementerian Hukum dan Hak Asasi Manusia).

Languages

  • Bahasa Indonesia
  • Dutch
  • English
  • Latin, French and German (a passive command (reading ability))

Jennifer B. Tumbuan

Managing Partner

jennifer.tumbuan@tumbuanpartners.com

Jennifer B. Tumbuan has been a partner of T&P since April 2011. She has been in practice since 1998. Prior to joining T&P, she was the retained general counsel of a private equity and PT Borneo Lumbung Energi & Metal Tbk for about 3 years and prior to that, she was a senior associate in a major and reputable law firm in Jakarta. She graduated in 1998 from the Faculty of Law, University of Indonesia. In 2003 she earned her LL.M degree from the Faculty of Law, Leiden University in the Netherlands, majoring in International Business Law. She is admitted to practice as an Advocate and Capital Market Legal Consultant in Indonesia.

Within T&P, she has been intensively involved in the issuance of capital market securities (equity and debt) by Indonesian companies through the Indonesian capital market and overseas capital markets, including IPOs, rights issues, bonds and promissory notes; banking and finance; acquisitions, debt restructuring and mining projects in Indonesia and general corporate work.

Her professional experience covers acting as legal adviser to among others:

  • a leading Indonesian chemical group in its intended initial public offering in Indonesia, with an offering size up to 40% of its issued and paid up capital.
  • an Indonesian public listed mining company in its plan to issue a guaranteed senior secured notes through its affiliate, with a principal amount between US$500 million to US$1 billion and international offering pursuant to Regulation S or 144 A.
  • an Indonesian public listed mining company in its plan to acquire shares of mining companies through its affiliate and issue bonds to the public in or outside Indonesia with an estimated value of US$500 million.
  • a private equity investment in its plan to (i). provide a loan to a shareholder of an Indonesian public listed company engaged in onshore & offshore drilling activities nationally, and (ii). acquire the said Indonesian public listed company.
  • PT Borneo Lumbung Energi & Metal Tbk in its US$1 billion acquisition of 23,8% shares in Bumi plc, an indirect shareholder of a.o. PT Bumi Resources Tbk, PT Bumi Resources Minerals Tbk, PT Berau Coal Energy Tbk, PT Darma Henwa Tbk and PT Newmont Nusa Tenggara, and in its US$1 billion acquisition financing with Standard Chartered Bank.
  • the selling shareholders in the divestment of PT Asuransi Jaya Proteksi and PT Jaya Proteksi Takaful.
  • PT J Resources Asia Pasifik Tbk in its rights issue of ± US$161.3 million and in its acquisition of PT J resources Nusantara which owns Indonesian and Malaysian gold mining assets.
  • PT Citra Kebun Raya Agri Tbk in its acquisition of 88% shares in PT Persada Indo Tambang, and its spin-off of its subsidiaries.
  • Rui Tong Limited in connection with several issuances of Secured Exchangeable Note Purchase Agreements.
  • PT Fast Food Indonesia Tbk (KFC) in its bond offering.

Professional Organizations

  • PERADI (Association of Indonesian Advocates)
  • HKHPM (Association of Capital Market Legal Consultants)
  • AAI (Association of the Indonesian Advocates)
  • IKANED (Ikatan Keluarga & Alumni Netherlands)

Languages

  • Bahasa Indonesia
  • English

Rita Meirina

Partner

rita.meirina@tumbuanpartners.com

Rita has been in practice since 2005. Prior to joining T&P, she was a legal manager of PT J Resources Asia Pasifik Tbk, a mining company which owns Indonesian and Malaysian gold mining assets and prior to that, she was an assistant corporate legal manager of public listed companies namely PT Rukun Raharja Tbk (oil and gas), PT Bumi Teknokultura Tbk (agriculture plantation), PT Hanson International Tbk (investment company) and PT Central Proteinaprima Tbk (fully integrated shrimp producer and processor).

At T&P, she has been involved in the issuance of capital market securities (equity and debt) by Indonesian companies through the Indonesian capital markets and overseas capital markets, including IPOs,

rights issues, bonds and notes; banking and finance; acquisitions; mining projects in Indonesia and general corporate work.

Her professional experience covers acting as legal adviser to among others:

  • Giosis Pte. Ltd., a Singapore retail sale via internet company under the brand Qoo10, it its corporate internal restructuring which involved the setting up of a new holding company and the transfer of certain assets thereto, including the existing subsidiaries of the group in Korea, Hong Kong, Malaysia, and Indonesia
  • PT PLN (Persero) in reviewing its current EPC Contract and preparing, analyzing and finalizing a draft template of the EPC Contract to be used by PLN
  • EMQ Inc., a mobile financial network company in connection with the process of applying for a license to Bank Indonesia as a funds transfer company and assisted in its compliance with Bank Indonesia’s regulations and assisted in the drafting of cooperation agreements with several Indonesian start-up companies which are engaged in payment services
  • Asuransi Jiwa Bumiputera 1912, the century-old Indonesian mutual life insurer and the first and only national insurer owned by its policy holders (mutual society) in its proposed restructuring to improve its finances and meet growing obligations, as has been instructed by the Non-Bank Financial Industry division (Industri Keuangan Non-Bank/IKNB) of the Indonesian Financial Services Authority (Otoritas Jasa Keuangan/OJK)
  • PT Tiga Pilar Sejahtera Food Tbk, a leading Indonesian public listed company carrying on business in the food and rice industry in its Sukuk Ijarah issuance of up to IDR1,2 trillion, which were underwritten by PT Maybank Kim Eng Securities, PT Mandiri Sekuritas, PT OCBC Sekuritas Indonesia, PT Danareksa Sekuritas and PT Indo Premier Securities
  • PT Equity Development Investment Tbk, a public listed holding company engaged in the financial and non-bank financial industry through its subsidiaries, who are carrying on their business in the field of financing, life and general insurance, insurance brokerage, stock broking, share registry and venture capital
  • PT Pembangunan Perumahan (Persero) Tbk in its proposed perpetual notes issuance of up to IDR2 trillion
  • PT PP Presisi (Persero) Tbk in its Initial Public Offering (IPO) of up to IDR1 trillion in Indonesia and international offering outside the United States in reliance on Regulation S (through an international wrap)
  • PT Buyung Poetra Sembada Tbk in its Initial Public Offering (IPO) of up to IDR217 billion in Indonesia and international offering outside the United States in reliance on Regulation S
  • PT J Resources Asia Pasifik Tbk in its rights issue of ± US$161.3 million and in its acquisition of PT J resources Nusantara which owns Indonesian and Malaysian gold mining assets. 

Languages

  • Bahasa Indonesia
  • English
  • Mandarin

Lingkan Sarah Ngantung

Partner

lingkan.ngantung@tumbuanpartners.com

Lingkan has been in practice since 2011. Prior to joining T&P, she was project assistant at the Grotius Centre for International Legal Studies of the Leiden University in The Netherlands. She graduated in 2009 from the Faculty of Law, Utrecht University, The Netherlands and in 2010 earned her LL.M degree from the same university, majoring in Transnational Commercial Legal Practice.

At T&P, she has been involved in acquisition, banking and finance, foreign and domestic capital investments, issuance of capital market securities (equity and debt), mining projects in Indonesia and general corporate work.

Her professional experience covers acting as legal adviser to among others:

  • various venture capital firms in their proposed investments in several Indonesian start-up companies or small/medium enterprises in various industries such as amongst others GudangAda (FMCG marketplace), FinAccel (fintech), Artotel (hospitality), Carro (car marketplace), Docquity (web learning platform), Kaodim (services marketplace), Chope (restaurant booking platform), Carsome (car marketplace), Alodokter (healthcare services platform) and Cekaja (fintech)
  • various private equity firms in their proposed investments in several private companies in the Indonesian regulated sectors, including the healthcare and mining & energy sectors
  • various start-up companies and small/medium enterprises in their proposed corporate restructuring, financing and/or general corporate matters
  • the Indonesian state-owned train operator PT Kereta Api Indonesia (PT KAI) in reviewing some of its agreements in respect to the operation of the Soekarno–Hatta airport rail link
  • a subsidiary of leading retailer PT Mitra Adiperkasa Tbk in its joint cooperation with a leading Japanese real estate group in respect to the proposed development of residential condominiums with ancillary retail facilities in one of the most central and strategic locations in Jakarta
  • PT Indonesia Prima Property Tbk in its joint cooperation with a foreign governed-owned global investment firm in respect to the proposed re-development of a strategic property into mixed-use buildings
  • Asuransi Jiwa Bumiputera 1912, the century-old Indonesian mutual life insurer and the first and only national insurer owned by its policy holders (mutual society) in its proposed restructuring with the object to improve its finances and meet growing obligations, as has been instructed by the Non-Bank Financial Industry division (Industri Keuangan Non-Bank/IKNB) of the Indonesian Financial Services Authority (Otoritas Jasa Keuangan/OJK)
  • both PT Bank Mandiri (Persero) Tbk as the creditor and agent, as well as PT Semen Padang as the debtor, in the Syndicated Loan Agreement in the amount of IDR1,950 trillion (equivalent to ±US$160 million) for the financing of Indarung VI cement plant with a total project investment amount of approximately IDR4 trillion (equivalent to ±US$330 million)
  • PT Borneo Lumbung Energi & Metal Tbk in its US$1 billion acquisition of 23,8% shares in Bumi plc, an indirect shareholder of a.o. PT Bumi Resources Tbk, PT Bumi Resources Minerals Tbk, PT Berau Coal Energy Tbk, PT Darma Henwa Tbk and PT Newmont Nusa Tenggara, and in its US$1 billion acquisition financing with Standard Chartered Bank
  • PT Tiga Pilar Sejahtera Food Tbk, a leading Indonesian public listed company carrying on business in the food and rice industry in its Sukuk Ijarah issuance of up to IDR1,2 trillion, which were underwritten by PT Maybank Kim Eng Securities, PT Mandiri Sekuritas, PT OCBC Sekuritas Indonesia, PT Danareksa Sekuritas and PT Indo Premier Securities

Professional Organizations

  • IKANED (Ikatan Keluarga & Alumni Netherlands) 

Languages

  • Bahasa Indonesia
  • Dutch
  • English
  • French (passive command/reading ability)