With a view to easing the way for issuers and public companies in the performance of their business activities while simultaneously maintaining protection of their investors, the Head of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK) has issued Decision No. KEP-413/BL/2009. This decision perfects an earlier decision, No. Kep-02/PM/2002 and the rule it contained, Rule No. IX.E.2. The decision repeals and replaces the previous decision and amends Rule No. IX.E.2 and has been in force since 25 November 2009.
The perfection of the rule makes four basic changes to the previous provisions:
a.
Amends the provisions relating to what constitutes a material transaction. A material transaction is now any transaction that involves 20% or more of the equity of the company;
b.
Amends the provisions relating to when a material transaction needs to garner support of the General Meeting of Shareholders. The obligation to garner this support or approval arises when a material transaction involves 50% or more of the equity of the company;
c.
For material transactions between 20% and 50% of the equity of the company there is an obligation that the company provide transparent information regarding this transaction to Bapepam-LK; and
d.
Inserts additional provisions regarding share price in instances where the object of the material transaction is shares in the issuer or public company.
It is expected that the perfected rule will facilitate compliance with the requirements relating to material transactions and changes to primary business activities.
With a view to easing the way for issuers and public companies in the performance of their business activities while simultaneously maintaining protection of their investors, the Head of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK) has issued Decision No. KEP-413/BL/2009. This decision perfects an earlier decision, No. Kep-02/PM/2002 and the rule it contained, Rule No. IX.E.2. The decision repeals and replaces the previous decision and amends Rule No. IX.E.2 and has been in force since 25 November 2009.
The perfection of the rule makes four basic changes to the previous provisions:
a.
Amends the provisions relating to what constitutes a material transaction. A material transaction is now any transaction that involves 20% or more of the equity of the company;
b.
Amends the provisions relating to when a material transaction needs to garner support of the General Meeting of Shareholders. The obligation to garner this support or approval arises when a material transaction involves 50% or more of the equity of the company;
c.
For material transactions between 20% and 50% of the equity of the company there is an obligation that the company provide transparent information regarding this transaction to Bapepam-LK; and
d.
Inserts additional provisions regarding share price in instances where the object of the material transaction is shares in the issuer or public company.
It is expected that the perfected rule will facilitate compliance with the requirements relating to material transactions and changes to primary business activities.