IABCnews #154 October/November 2012 issue - Indonesia ...

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IABCnews

IABCnews - October - November 2012

News from the Indonesia Austr alia Business Council

October - November 2012

/154

IABC Activities

Indonesian Companies

Members Gathering 2012 The IABC has ten members gatherings

By Peter Fanning, Vice President IABC, Of Counsel, Hutabarat Halim & Rekan Almost all foreign investors have to deal with Indonesian company law, because the limited liability company is the basic instrument through which you must invest. An expatriate cannot form a partnership, nor carry on business as a sole proprietor. (Of course some operate in these ways through private agreements with ‘nominees’ for various reasons, but that carries the obvious risks. Although the current Immigration Law allows interesting options for expatriates married to Indonesians – but that is for another story). The company law itself is very simple. There is only one type of company, and one law covers companies of all sizes, from the single person consultancy to the multi-million dollar manufacturer. So some provisions imposed on small companies appear silly. (It took a long time for Australia to develop laws more appropriate to small companies). Of course if the company’s shares are listed, then there are Stock Exchange rules to comply with. Formation The act of establishing a company is an agreement, unlike the situation in common law jurisdictions where an individual can set up a company. And the agreement which establishes a company must be between two legal entities (which precludes partnerships from being a shareholder). Shareholders may be individuals, or companies or foundations – all of which are legal entities. We run into problems with partnerships in Europe which have all the trappings of a company, and call themselves companies, but which may not be legal entities separate from the individuals who are the partners. The agreement which establishes a company must be in the form of a notarial deed. By this means, legal certainty is injected into the process. The notary has confirmed that the parties are indeed legal entities, that they are who they say they are, that the agreement complies with the requirements of the Ministry of Law as to basic format, and that it is formed with a legal objective. You are aware that the standard articles of association now contains 20 articles, while the standards previously used contained more. The reduction is because the very expensive electronic data-based system set up some years ago (incidentally resulting in some senior bureaucrats ending up behind bars for their share in the kickbacks) contained only 20 fields for articles. So the standard had to be reduced to 20. Amazing stuff!

Note that there are two processes in company formation – establishment (which is achieved through the notarised agreement) and incorporation (which is achieved at a later stage when the establishment agreement is approved by the Ministry of Law). Only then do the shareholders have limited liability status. The company itself never has limited liability – it is always fully liable for losses it causes. ‘Limited liability’ refers to the shareholders. Shareholders, directors and commissioners share personal liability for all actions taken in the name of a company before MoL approval, as if the arrangement is that of a private partnership. After approval, the liability of shareholders is limited, but the liability of directors and commissioners continues to the extent that they can be shown to have acted carelessly if the company suffers losses. If shareholders continue to take direct control of a company (as many do) and their actions are proven to be negligent, they too could be found to be directly responsible for their actions, and lose the limit on their liability. Shareholders cannot hide totally behind their directors and commissioners. Of course they might indeed be the same people. Then there is no hiding. Individual shareholders may also be directors or commissioners. But directors cannot also be commissioners.

planned for 2012, each event is on a Wednesday evening and begins at 6:30 pm. The IABC encourages all members, guests and interested persons to come along to this very well attended business networking event and enjoy the food, drink and conversation. The following dates have been set for 2012: 21 November Venue

: Intercontinental Jakarta MidPlaza

Sponsors : ANZ BPPD - NTB 12 December Venue

: Mandarin Oriental Jakarta

Sponsors : Garuda Indonesia Schenker Petrolog Utama IABC President’s Golf Day 2012 8 November

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Directors and Commissioners There must be at least one of each in every company. We refer to directors and commissioners as ‘management’. We do not include other officers in this term. We do not have the concept of ‘officers’ in addition to directors as exists in common law jurisdictions. Directors are the hands-on managers of an Indonesian company. A concept which Australians sitting in shareholders’ offices in Melbourne and Sydney and who appoint themselves as directors and commissioners, find hard to accept, although the concept is simple. The role of commissioners (acting only as a body if there is more than one) is to check on directors. They do not manage or set policy. They have no public role. But they are intended to make sure that directors are acting in accordance with policy. They can Continue to page 6 ...

In This Edition Indonesian Companies

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President’s Report

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Treasurer ’s Reoprt

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IABC Executive Board

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Australian Business Asia IABC Health Guide

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IABC Members Gathering

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Corporate Sponsors

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REPORT OF THE IABC EXECUTIVE BOARD (2010 – 2012) PRESIDENT’S REPORT

IABC President 2010-2012

Since the outgoing IABC executive board was installed two years ago the world economy has been dominated by the economic downturn of Europe and the rise of Asia. However, despite the world economy slowdown, both Indonesia and Australia are among few countries with positive growth, over 6% and 3% r e s p e c t i v e l y. T h e G o v e r n m e n t t o Government bilateral relationship has generally been very positive. Leaders of the two countries have met frequently either at bilateral or at international forums. At Ministerial level, numerous visits have taken place as well.

Domestically, President Susilo Bambang Yudhoyono’s second term in office has managed to achieve reasonable political stability although several sectarian issues are yet to be resolved. Strong macro economy and domestic consumptions have contributed to the high economy growth. However, trade has recently declined and investment has not seen significant growth. There are still major impediments to attract more foreign direct investments (FDI) such as legal uncertainty, corruption and labour unrest. The Government’s attempt to lower the fuel subsidy has met with opposition from the parliament. Similarly, the fight against corruption is also often challenged. The political scene will be more fluid as we near the 2014 Elections. On the other hand, Australia’s reactions to problems have not always been to benefit those trying to keep communication open. The IABC has seen a slight increase in membership in the last two years but still below the pre-global financial crisis level. Due to the increasing costs coupled with decreasing sponsorship from venues/hotels and scarcity of wine, it has been more challenging for IABC to organize functions over the past two years at an attractive rate. The IABC had managed to maintain the same membership fees since 2006, however, in 2012 we saw the need to increase membership fees by 15% mainly to balance inflationary costs in the past six years (at least in part). Even with the fees increase, the IABC is still one of the most competitive and value for money business organisations. In fact, over the last two years the IABC has organized nationally over 50 functions with total attendance figures over 5,500. The IABC continues to widen the business network for its members by establishing new branches and cooperating with other business organisations. Very recently the IABC has established its branch in Bali, which makes it the fourth branch after East Java, Central Java and Yogyakarta. The IABC is an active member of the International Business Chamber (IBC) and the Australia Business Asia (ABA). The IABC also cooperates and works closely with our counterpart the AIBC and with major business organisations such as the Indonesian Chamber of Commerce and Industry (KADIN Indonesia) and the Australian Chamber of Commerce and Industry (ACCI). This wider business network provides more opportunities for members to expand their business engagement with members of other organisations. The IABC will continue to explore new cooperation with other organisations in order to provide better service and benefits to its members. The IABC has continued to increase its stature and is entrusted by both the Governments of Indonesia and Australia as the peak bilateral business organisation. Along with KADIN Indonesia, the IABC has been invited to participate as business partner in the Indonesia-Australia Leaders Forum and other government bilateral meetings. More recently, IABC has been part of the Business Partnership Group (BPG) along with KADIN Indonesia, ACCI and AIBC. The BPG was set up to provide business input from both countries

to the two governments in their negotiations of the Indonesia-Australia Comprehensive Economic Partnership Agreement (IA-CEPA). The BPG Position Paper has been submitted to the Australian Government and will be submitted to the Indonesian Government soon. A softcopy will be available from the IABC Secretariat or can be downloaded from IABC website. I would like now to outline the highlights of IABC over the last two years. FUNCTIONS IABC introduced member gatherings 12 years ago. Such gatherings have proved to be immensely popular over the years and continue to attract an ever greater number of people who look at this event as a great opportunity to network. The IABC monthly networking gathering is undoubtedly one of the most sought after networking functions in the Jakarta business community. 200 participants is the norm. In the past two years, the IABC organized 25 Member’s Gathering events which were attended by over 4,000 participants. No other regular international business gathering can match this number. Earlier this year on the eve of ANZAC Day, the IABC for the first time organized a business networking event in Balikpapan on 24 April 2012. The event was a success and attended by over 200 businesspeople including local chapters of Kadin and Apindo. The IABC was assisted by Leighton Contractors, ANZ and Petrolog Indah, all three with local offices in Balikpapan. The three companies also sponsored the event. The Australian Ambassador, H.E. Mr. Greg Moriarty addressed the gathering. Due to the success of this event, there is suggestion that the IABC hold this event regularly and even to consider establish a branch in Balikpapan. Over the past two years, we have held a number of luncheon and breakfast meetings on topics of interest to members, such as on tax, new mining law, IA-CEPA, and terrorism. We have also assisted our branches in organizing their events. We also held a joint luncheon with the American Chamber of Commerce (AmCham), with special guest speaker Mr. Chairul Tanjung, Chairman of the National Economic Committee. The annual New Year Party, which is always held in the beginning of the year, was a great success with over 250 people attended this evening of great food, wine, entertainment and fun. This year’s event adopted an Oriental theme, with superb performances of lion and dragon dances performed by children. The major event we held was the bi-annual IABC Business Conference on 17-19 November 2011 in Kuta, Bali. The Conference with the theme “Food & Water – Getting Down to Basics” attracted over 165 participants. The Conference was also combined with the first Australian Business Asia (ABA) Business Forum and was attended by representatives from Singapore, Thailand, Vietnam and Japan. Several prominent speakers spoke at the Conference, including H.E. Mr. Gita Wirjawan, Indonesian Minister of Trade, The Honorable Dr. Craig Emerson MP, Australian Minister of Trade, H.E. Mr. Greg Moriarty, Australian Ambassador to Indonesia, and H.E. Mr. Primo Alui Joelianto, Indonesian Ambassador to Australia. The highlight of the Conference was the Keynote Address by the Australian Prime Minister in a joint session with the East Asia Summit Business Forum, which was held at the same time in Nusa Dua, Bali. This joint session was considered a success and the Government of Indonesia has suggested that the next IABC Conference make a similar arrangement and to coincide with the APEC Summit in 2013 in Bali. The IABC President’s Golf Day was introduced as a new IABC activity in October 2008. The purpose of this activity is to provide IABC members with a social game of golf as well as networking. Since its introduction, the golf day has gained popularity and members have asked IABC to

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increase the number of IABC President Golf Days and keep it as a regular IABC program. The IABC was invited to participate in the state visit of President Susilo Bambang Yudhoyono to Darwin, Australia in July 2012. The IABC was represented at the State Dinner hosted by the Australian Prime Minister and at the Business Luncheon where the President delivered a keynote address to over 200 Australian and Indonesian businesspeople. MEMBERSHIP IABC membership has remained stable over the last two years with a slight increase of about 5% from 257 financial members in 2010 to 272 in 2012. It should be noted that these numbers do not include members at IABC branches in Central Java, East Java, Yogyakarta, and Bali. The total number of members in our branches is around 120. The Treasurer will submit his report after this, but I believe that almost all membership fees for 2012 have been paid. Financially, the IABC is also healthy which the Treasurer will explain more in his report. Based on the nationality of the named representatives, the composition of membership has changed slightly and currently 53% of IABC members are Australian, 30% Indonesian and 17% of other nationalities. Membership details for the past two years are: MEMBERS

2010

2011

2012

Corporate

150

159

163

Corporate Additional

37

41

45

Individual

67

67

61

IKAMA

3

3

3

TOTAL

257

270

272

PUBLICATION The IABC’s monthly newsletter continues to be well received by our members and readers. The circulation is currently 1,000 to our members, IABC Branches, the AIBC in Australia, foreign business chambers in Indonesia, government ministries/officials in Indonesia and Australia and to offices of AustCham and other Business Councils in Asia. Copies are also distributed at IABC functions. The latest version of the IABC Membership Directory will be published before year end.

(APTISI) to visit the University of Technology, Sydney and Deakins University in Melbourne to explore cooperation between Indonesian and Australian universities. INTERNATIONAL COOPERATION International cooperation is undertaken by the IABC principally through the International Business Chamber (IBC). During the period of this report, the IABC has been represented on the IBC by Peter Fanning (who has held the position of Chairman of the IBC for several terms). Board member Philip Shah also represents IABC on the IBC and holds the role of Chairman of the IBC Tax Committee. The IBC is a semi-formal grouping of 20 so-called ‘foreign’ chambers (including the IABC), representing the business interests of their respective areas of the world - all continents except the African and South American continents. The only members of the IBC are the chambers themselves. Nominated representatives meet on a monthly basis to hear and discuss reports from chairpersons appointed to monitor general trends and specific areas of concern, namely banking, healthcare, infrastructure, insurance, investment, manpower, mining, property and taxation. The IABC is also a member of the Australian Business Asia (ABA), an informal networking group of local Australian chambers (Austcham) and business councils around Asia. Activities of ABA include sharing information among members and provide reciprocity arrangements for members of the respective chamber/council that belong to ABA. SPONSORSHIP Finally, I would like to say a few words about sponsorship. An organization can not survive without adequate financing. I am glad to report that all of the IABC’s sponsors have maintained a high level of support. On behalf of the IABC board I would like to extend our sincere thanks to all IABC Corporate sponsors – Bank ANZ Indonesia, APP (Sinar Mas Group), CocaCola Amatil, BlueScope Steel, Jababeka, Jakarta Land, Leighton Contractors Indonesia, Garuda Indonesia, and Siemens. Also, I would like to thank all the sponsors of the IABC Conference, Members Gatherings and the IABC New Year Party. I would also like to thank all donors of the IABC Merapi Disaster Relief Fund which was set up in 2010 to assist the victims of the Mount Merapi eruptions. A total of Rp. 310 Million were collected and was handed over to the Sultan of Yogyakarta, Sri Sultan Hamengku Buwono X on 6 December 2010.

BRANCHES CONCLUSION Very recently on 23 November 2012 a new branch of the IABC was launched in Bali. The event was oversubscribed and attended by over 100 people. This showed the enthusiasm of Indonesian and Australian businesses based in Bali to engage more in the bilateral business, trade and investment activities. Indonesian Vice Minister of Finance, H.E. Mr. Mahendra Siregar, who is also an IABC Advisor, and the Australian Ambassador, H.E. Mr. Greg Moriarty also addressed the luncheon launch function. Earlier in the year on 4 May 2012, the IABC Central Java Branch held a dinner on the occasion of the Inauguration of the new Branch Board. The dinner was attended by over 100 businesspeople and Australian alumni. The IABC’s East Java branch has continued to organize regular programs for its members, either independently or jointly with the IABC National office. In the past two years, the national office and the East Java Branch have jointly organized an International Business Gathering, the Suramadu Cruise and Dinner, and visit to agriculture centres and dairy farmers in East Java, a joint program with the Business for Millennium Development and Western Australian Trade Office Representative.

The last two years have been successful for the IABC. We have remained an influential organization that is playing an important role in representing the views of business people. IABC has remained as strong as ever due to the support of our members. On behalf of the IABC board I would like to sincerely thank all members for continuing to support the organization. Our main objective has been to provide value for money and to be, and remain, relevant to our members. Our steady membership numbers may be taken as an indication that we are, indeed, viewed by our members as an institution that fulfils their needs and expectations. The IABC is an organization that is relevant - only organizations that are relevant will be sustainable in the long term. I thank my fellow 2010-2012 board members for being such wonderful and productive colleagues, the IABC advisors for their counsel and especially the secretariat for doing a consistently outstanding job, under the vigorous leadership of Vic Halim, ably supported by Dhoni Ibrahim, in keeping the organization functioning

Jakarta, 29 November 2012 Since its establishment on 12 June 2010, the IABC Yogyakarta Branch has been very active in organising events. Among others are the business forum on “Building Sustainable Cooperation between Yogyakarta and Australia”, and business luncheon on IA-CEPA. Very recently on 10 November 2012, the IABC Yogyakarta Branch has organized and lead a 55-member delegation of the Indonesian Private University Association

S.D. Darmono IABC President (2010-2012)

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REPORT OF THE IABC EXECUTIVE BOARD (2010 – 2012) TREASURER’S REPORT IABC was established to serve its members and to support business activity and relations between Indonesia and Australia. It is not in the business of making a profit. Accordingly each year there is the continuous challenge of funding the IABC office and managing IABC activities as cost effectively as possible consistent with the quality which we are recognized for.

IABC Treasurer 2010-2012

The 2011 Result was an Increase of net assets or surplus of Rp 57 million. The surplus for 2010 was similar. The small surpluses represent a satisfactory result and that the result for 2012 should be similar. The result for 2009, a deficit, as reported at the previous AGM, is included for comparative purposes.

During 2011 there were increases in Corporate Sponsorships, the Net Contribution from Funders and Events and a healthy contribution from the Bali Conference. The Bali Conference of 2011 “Food and Water – Back to Basics” was well supported. The Ministers of Trade, Gita Wirjawan and Craig Emmerson, and the Australian and Indonesian Ambassadors were attendees and speakers. This conference included the participation of delegates of Australia Business Asia (ABA), a first, and conference attendees also participated at the East Asia Summit, at a separate location for a keynote Address by Prime Minister Gillard and a session on ASEAN Australia relations at which Minister Craig Emmerson spoke. The behind-the-scenes efforts of the IABC Secretariat, were as always, a major determinant of the success of the Members’ Gatherings and other

Functions, especially the Bali Conference. The Monthly Members Gatherings are one of the most visible aspects of the IABC calendar, with between 150 and 200 business-persons attending on average. An important and never ending role is played by the Secretariat in terms of balancing cost and quality of the event, working with the sponsors, “running” the desk and ensuring the best possible outcome for each event. We also acknowledge and greatly appreciate the role of the Hotels, Gathering Sponsors and Corporate Sponsors for their partnership with the IABC throughout the year. That financial support and assistance raises our profile within the general business community. In terms of specific financial matters I note: 1. Membership fees As you are aware there was no increase in Membership Fees for 2011. There has been no increase in the Fee since 2006. There was an increase in membership fees effective January 2012. 2. Members The number of our members increased by 13 in 2011 to 270 from 257 (2010). The strength of the IABC is based on the number, quality and level of involvement of its members. Therefore please do recommend that your business friends and associates join us for functions and then join the IABC as a member. 3. Costs of Events As noted above we have seen constant pressure on the costs of holding functions. To try to reduce these costs we have supplied our own alcohol for some years now. We have also tried to be more innovative in the locations used for the Members’ Gatherings and the Australian Ambassador has also been most kind to make his Residence available during the last Term. In the current challenging business and investment environment, the IABC can and is playing an increasing role as a conduit for interaction between government officials and businessmen of both countries to develop trade and investment. In particular the IABC (through its Board members, advisors and members) is actively involved, in conjunction with KADIN, in the negotiation of the Comprehensive Economic Partnership Agreement (CEPA) between Australia and Indonesia. With your support, Indonesia Australia business relations will continue to develop and contribute further to the prosperity of the Indonesian people. I would like to thank Vic, Dhoni and the IABC Secretariat for their support during the past two years. They deserve our commendation and appreciation for their continuous and successful efforts in satisfying our members. Critically important are our sponsors – both Corporate and for Specific Events/ Gatherings – it is your involvement and sponsorship/advertising dollar that allows us to continue. And to the Members – thank you again for your membership fees and participation in our events. Without members there is no IABC. We do appreciate your involvement in the IABC and the functions. The IABC looks forward to your continued support plus your input and ideas for the future of the organization. We do welcome your suggestions for improving the organization and its services. Finally, let me also take this opportunity to thank the outgoing Board and the Advisors, who have been pleasure to work with and to wish the new Board the very best for the 2012 to 2014 Term of Office. Thank you! Philip J. Shah IABC Treasurer (2010 – 2012)

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IABC Executive Board 2012-2014 The IABC AGM & Elections 2012 was successfully held on 29 November 2012 The Results of the Elections of IABC President and IABC Executive Board Members for the 2012 - 2014 terms of Office are as follows: IABC President

IABC Executive Board Members (Elected) Mr. Kris Hidayat Sulisto IABC President (PT. Trimitra Hasanah Prima)

Mr. David Sutanto Secretary General (PT. Wisma Keiai Indonesia)

Mr. Peter Kelly Deputy Secretary Genaral (Geoff Forrester Indonesia)

Mr. Philip J. Shah Treasurer (PT. Pundi Stratejasa Indonesia)

Mr. Guswin Manuaba Deputy Treasurer (PT. Petrolog Indah)

Mr. Hariman Prakosa Vice President (PT. Djawa Baru)

Ms. Leonie Lethbridge Vice President (PT. Bank ANZ Indonesia)

Mr. Peter Fanning Vice President (Hutabarat Halim & Rekan)

Mr. Ian White head Vice President (Bank Commonwealth)

IABC Executive Board Member (Appointed) Mr. Gandi Sulistiyanto Soeherman Vice President (Sinar Mas)

Ms. Veronica Lukito Vice President (Ancora International)

IABC Advisors (Appointed) Mr. S.D. Darmono Immediate Past President (PT. Jababeka Tbk.)

Mr. Moetaryanto AO (PT. Petrolog Indah)

Mr. Edwin Soeryadjaya (PT. Adaro Energy Tbk)

Mr. Noke Kiroyan (Kiroyan Partners)

Mr. Sabam Siagian (The Jakarta Post)

Mr. Kym Hewett (Australian Trade Commission)

Ms. Elly Lawson (Australian Embassy)

Mr. Justin Colling (Leighton Contractors Indonesia)

IABC Secretariat

Mr. Vic Halim (Executive Director)

Mr. Dhoni Ibrahim (Deputy Director)

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Australian Business Asia By Peter Fanning, Vice President IABC Australian Business Asia (ABA) is a loosely formed organisation between the organisations representing Australian business in the various regions of Asia. The IABC is a member. The organisation is based solely on an MoU – there are no membership fees, and few commitments. You will in due course receive a copy of a recent publication fully explaining the ABA and its members. The purpose of ABA is to highlight to the Australian government that there are significant Australian business interests throughout Asia, and to provide a platform from which to address common issues as they arise. In no way is the organisation intended to direct or usurp the roles of individual chambers and councils. Nor is it going looking for issues. A common issue which volunteer representatives of members (and in particular John Dick the founding and recently retired Chairman) have addressed is that of the issue of APEC cards to Australians. It appears that Australians were and are the main users of the card (a ‘good thing’). The obvious response to Asian governments having to process so many visa approvals for Australian applicants was to encourage their own nationals to take similar advantage of the card. But perhaps existing ASEAN benefits made this less necessary, and there is not a flood of foreign investors wanting to visit Australia. Or perhaps they are unaware of the card. So the Australian government felt itself to be under political pressure to appear to set tighter guidelines for Australians. The ABA became very involved to ensure that the revised guidelines were (and are) as user-friendly as possible.

2. Subject to clause 3, 4, 5 and 6, each ABA Organisation (Receiving ABA Organisation) agrees that it will allow other ABA Organisations’ Resident Members and Overseas Members to attend its member events as if they were the Receiving ABA Organisation’s Member (Reciprocal Rights). 3. Each calendar year, an Overseas Member is entitled to attend a maximum of [3] events of each Receiving ABA Organisation. 4. Each ABA Organisation may designate special events as being exempted from the reciprocal arrangements provided by clause 2. However, it is agreed that this exemption is intended to be used in limited circumstances and that the ABA Member Organisations will encourage full reciprocity for member events. 5. In order for a Member to access the Reciprocal Rights with a Receiving ABA Organisation, the Member must provide proof that he/she is a Resident Member or Overseas Member. 6. Where events have limited availability of numbers, an ABA Organisation is entitled to give preference to its Members over a visiting Member. However, a visiting Resident Member or Overseas Member will be entitled to preference over a non Member of the Receiving ABA Organisation

If you do have any issues in this regard, please advise the IABC so that these can be coordinated. ABA also coordinated (to the extent requested) submissions to the Asia Century White Paper. Since inception on 5 March 2010, ABA has been chaired (very generously) by John Dick supported by AustCham in Singapore. As of 1 January 2013 it will be chaired by Melanie Brooks in Tokyo supported by her AustCham office.

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Indonesian ... suspend directors until shareholders make a decision whether to retain or replace. And shareholders in their articles of association may require that certain actions (such as taking out a loan in the name of the company) are approved by commissioners.

Reciprocal Arrangements A benefit which the ABA has generated is reciprocal arrangements for travelling members of member councils. An IABC member visiting another Asian centre is generally able to attend the regular functions of the AustCham or Business Council at that centre at local member rates. If you are travelling, check the ABA website at www.australianbusinessasia.org and follow a link to the local member to check when their functions are. And make this facility known. See following a full account of the reciprocal arrangements. Events Reciprocal Rights Policy This Reciprocal Rights Policy is applicable to all member organisations of Australian Business Asia ( A B A Organisations). 1. In this Policy the following expressions have the following meanings: Member A financial member of an ABA Organisation. Overseas Member A Member who is a resident of Australia. Resident Member A Member who is resident in the country of the ABA Organisation of which he/she is a member.

Directors and commissioners may be held jointly and separately responsible for losses caused by a company, unless they can show they could not be held responsible. This is why directors and commissioners in Melbourne and Sydney feel a certain smugness, fairly confident that their colleagues resident in Indonesia will have to take the rap for their errant actions. Directors and commissioners can be held in Cipinang prison at ransom (although not convicted) until a company has paid its taxes owes – if it refuses to pay these after extensive warnings. The act of detaining is not taken lightly. However a few years ago, the shareholders of a company left an English director in gaol for most of a year for this reason. You read about this practice in the Charles Dickens novels you read at school. But the practice is potentially alive and well in Indonesia. There is little wonder that Indonesians are now loathe to take on nominee appointments (where this was done readily in earlier times when the tax office was less efficient and not so well trained under Australian aid programmes), and then they will take them on only if they are well compensated. This is intended to be background, not comprehensive legal advice. Whatever you do, get sound legal advice as to your own maybe unique circumstances. And obtain this advice from lawyers practising in Indonesia

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IABC Health Guide

...... and You Don’t Need a Lawyer ! We all get old and doddery. An Advance Health Directive is simply a way of authorising somebody to make heath care decisions for you should the time come when you are unable to speak for yourself due to illness, injury or mental deterioration. For example you may have no wish for heroic medical treatment to try to extend your life in a desperate medical situation so you can legally specify that not to be done. An Advance Health Directive is a way of thinking about, discussing and writing down your wishes for care and treatment just as you might appoint a Power of Attorney to conduct your business affairs when you are no longer capable. You can easily revoke an Advance Life Directive. To make an Advance Health Directive you must be over 18 and have the mental capacity to do so. This means that you: • understand the nature and consequences of your health care decisions. • understand the nature and effect of the directive. • freely and voluntarily make these decisions. • communicate your decisions in some way. The best time to make an Advance Health Directive is now, before any urgent health condition arises. It is particularly important to make one if : • • •

you are about to be admitted to hospital. your medical condition is likely to affect your ability to make decisions. you have a chronic medical condition that could result in serious complications.

Part of the Advance Health Directive application needs to be completed by a doctor, so ask a doctor to explain your options, any unfamiliar terms and to provide more information if you need it. Carefully reflect on the decisions you want to make. Remember, you are putting in place a plan that will determine your future health care. Consider what is important to you. Discuss these matters with your family or with your Lawyer if you wish. Then keep the original signed document in a safe place with your Will. It’s that easy. In Case You Were Wondering ........ • • • • • •

Chatting on a Hand Phone while driving carries the same risk of accident as a Blood Alcohol of 0.08 – about 3.5 times normal risk. You need to walk 120 kms /day to lose 1kg of body fat. Mosquitoes are most attracted to people who have recently eaten bananas. The longer husbands and wives live together the further apart they like to sleep. Americans choke to death on toothpicks more often than on any other object. Computers transmits data 100,000 times faster than the brain but the brain usually only works at 15% capacity and can store about 10 terabytes of memory.

Facial Imperfections - Acne Acne usually affects teenagers but adults into their 40s can still develop acne. Acne is most common on the face, but can also occur on the back, chest, shoulders and neck. Untreated Acne can leave lifelong scars which can affect a person's confidence and self-image. Basically Acne should always be treated seriously, particularly in teenagers and not simply dismissed as “ you will grow out of it.” During puberty males and females have higher levels of the male hormone testosterone which causes glands connected to hair follicles to produce excessive oil. This extra oil blocks pores in your skin. Bacteria grow in this trapped oil and pimples are formed.

Medical treatment of acne is an ongoing process lasting months if acne is to be controlled successfully. Treatments will vary according to your type of acne. Remember acne is not a disease caused by dirt and is not generally caused by the foods you eat. A normal diet and gently washing your face twice daily with soap and water is all that is necessary. The “black’ in blackheads is not dirt but caused by exposure of the facial oil to light. Expensive special cleansers are not necessary. Importantly avoid practitioners prescribing their “secret acne cure”. These supposed cures are usually expensive and totally unnecessary. All effective medical treatments are freely available to all doctors no matter what the disease. With teenagers instant results are wanted but that is not possible. Acne treatment takes at least six weeks to become effective. There is not much you can do about existing pimples. These spots have to go through their normal growth cycle and then disappear. The basis of acne treatment is to prevent new pimples appearing. Most acne clears over time and with biological maturity. Travel Insurance Christmas holidays are approaching. There are about 40 Australian tourist deaths in Bali each year, several in Laos and about 50 in Thailand. Motorbike accidents (wear a helmet!), alcohol, illicit drugs and risk-taking behaviour are mostly responsible. There are many non fatal accidents. If you do have a motor bike accident and you do not have a current motorbike licence your Travel Insurance may well be null and void......... Aero Medical evacuation is a very expensive exercise eg Jakarta to Singapore costs $US 15000-00 +. Be aware that evacuation by plane may take hours to arrange. Is There Any hope for Humanity? Things you don’t want to hear during surgery: K Oops! K Has anyone seen my watch? K Come back with that! Bad Dog! K Wait a minute, if this is his spleen, then what's that? K What do you mean he wasn't in for a sex change! K Damn, there go the lights again... K Everybody stand back! I lost my contact lens! K Well folks, this will be an experiment for all of us. K What do you mean, he's not insured? K FIRE! FIRE! Everyone get out!

Dr Richard Tomlins Australian Doctor If you have any Medical or Health questions or Health topics you would like discussed in the IABC Newsletter please contact me: [email protected]

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IABCnews IABCnews is produced and published by the Indonesia Australia Business Council. The views expressed in this publication are not necessarily those of the Council and its members. For editorial, distribution and advertising enquiries, contact: Publication Manager, IABC Secretariat 11th Floor World Trade Centre Jl. Jenderal Sudirman Kav. 29 -31 Jakarta 12920, Indonesia. Tel : +62 21 521 1540 Fax : +62 21 521 1541 E-mail: [email protected] Homepage : www.iabc.or.id

IABC Members Gathering Infrastructure was the theme of the IABC Members Gathering on 24 October at Oakwood Premier Cozmo Jakarta which was attended by almost 200 members and guests. The business networking event was sponsored by Australian Institute of Company Directors, Leighton Contractors, Santa Fe Relocation, Siemens and Oakwood Premier Cozmo Jakarta. The IABC wishes to thank them for their support. Among the special guests on the evening were H.E. Mrs. Amina Pardi – The Ambassador of the Republic of Suriname; Ms. Rebecca Razavi – Deputy Ambassador, British Embassy; Dr. H.S. Dillon –

Presidential Special Envoy For Poverty Alleviation; and Honorary Consul of Cyprus & Jamaica. Representative and members of the International Business Chamber (IBC), Australian Alumni (IKAMA), the Indonesian Professional Association (IPA), as well as friends and senior editors from the media also attended the business networking function. As usual these gatherings are primarily about business networking and this occasion was no different. For the complete schedule of IABC Members Gathering in 2012, please see the activities column on page one. We look forward to seeing you on 21 November at InterContinental Jakarta MidPlaza

Editorial board: IABC executive board Editors : Peter Fanning & Vic Halim Deputy Director : Dhoni Ibrahim Designer : Denni Effendi Publisher : IABC

IABC-AIBC Offices IABC - National President : Mr. SD Darmono Executive Director : Mr. Vic Halim Secretary : Tel : +62 21 521 1540 Fax : +62 21 521 1541 E-mail : [email protected] [email protected]

Mr. Moetaryanto AO (IABC – Petrolog Indah), Mr. Malcolm Hines (Oakwood Premier Cozmo Jakarta), Mr. Brent Kelly (Jaya Readymix), Ms. Desilina (Asian Tigers), Mr. M.T. Rajah (Kellys Express), Mr. Greig Young (Siemens Indonesia), Mr. Aryamir H. Sulasmoro (Indo Tambangraya Megah), Mr. Ibrahim (Jaya Readymix) and Mr. David Parsons (APINDO).

IABC - Central Java President : Mr. Reza Tarmizi DeputySecretary : Ms. Julia SKB Tel : +62 24 841 6222 E-mail : gm@grandcandihotel .com IABC - East Java Chairman : Mr. Arief Budiman Secretary General : Mr. Peter Martono Tel : +62 31 73 13 939 Fax : +62 31 73 25 735 IABC - Yogyakarta Chairman : Mr. George Iwan M Secretary : Mr. Andro Tel : +62 813 5757 1045 E-mail : andro.siahaan@ gmail.com

Ms. Novita Asri Ningtyas, Ms. Lydia Astriningworo and Ms. Yanti Tutticci of Leighton Contractors Indonesia, Mr. John Eddy (Allied Pickfords), Mr. Duncan Macdonald (dMAC DayaCom), Mr. Claudio Paunescu (3C Engineering Solutions), Mr. Colin J Davies (J Resources Nusantara), Mr. Jan Lepeltak (Concord Consulting Indonesia), Mr. Bob Sundram (AK Energi) and Mr. James Castle (Castle Asia).

IABC - Bali Chairman : Mr. I. B. Kharisma Wijaya Secretary : Tel : +62 361 288 407 E-mail : kharisma-wijaya@ gsegaravillage.com AIBC (Australia-Indonesia Business Council) NationalPresident : Mr. Ian Satchwell ExecutiveOfficer : Ms. Kirrilee Hughes Tel : 1300 135 270 Fax : +61 2 9874 0943 E-Mail : [email protected] The IABCnews is published eleven times a year and is distributed free of charge to financial members of IABC in Jakarta, Semarang, Surabaya and Bali. Copies are also distributed to Indonesian Chamber of Commerce and Industry (KADIN), Foreign Chambers of Commerce in Indonesia, AIBC offices in Australia, relevant Indonesian and Australian Governments Departments, selected Diplomatic Missions in Indonesia, and AustCham offices around Asia. For subscription and advertising enquiries, please contact IABC Publication Manager on: +6221 521 1541or e-mail: [email protected]

Mr. Guy Richardson (Australian Embassy), Mr. Brent Kelly (Jaya Readymix), Mr. Phil Chapman (Australasia Bisnis Ventura), Mr. Michael Lynch (Australasia Bisnis Ventura), Mr. David Adams, Mr. Ian Patterson, Mr. Jason Singam (Leighton Contractors Indonesia) and Mr. John Russell (John Russell Golf).

THANK YOU The IABC wishes to thank sponsors of the October 2012 members gathering