The Procedures of

MTNRegistration at KSEI

1.The Registration ofMTN

  1. The Securities Issuer intending to registerMTNis obligated to contact PT KSEI, attn.: the Custodian Services Division (Securities Management Unit), to receivenecessary information regarding the MTN registrationat KSEI.
  1. The Prospective Issuer is to file the application of theMTNregistration request by mail to KSEI (Attachment 1).
  1. If necessary, PT KSEI will send meeting invitations to Prospective Issuer, regarding theMTN registration plan.

2.Required Dokumen

The Prospective Issuer is obligated to submit several supporting documents to KSEI, including:

  1. The copy of the Articles of Association / Amendments of Articles of Association containingthe provisionsregarding Collective Custody,
  2. The copy of the Minister of Law and Human Rights Decree on the Approval of the Amendments of the Articles of Association,
  3. The copy ofthe Company’s Management and Commissioners Structure deed,
  4. The copy of the Tax Registration Card (NPWP),
  5. The copy ofa valid Letter of Domicile (Surat Keterangan Domisili/SKD),
  6. The Power of Attorney appointing the Authorized Person_(Attachment 2);

Such Power of Attorney is commonly extended to the Corporate Secretary and/or to other relevant officials.

g.The Speciments ofSignatures (in accordance to the Power of Attorney) and the Company’s Seal _ (Attachment 3),
h.The copy of the Authorized Person Identity, in accordance with the Power of Attorneysubmitted,
  1. The copy ofDocuments regardingthe Legal RelationshipbetweenService UsersandrelatedParties,(Copy of MTN IssuanceDeed),
  2. InformationMemorandum/Memorandumof BriefInformation,regardingthe MTN structureinIndonesian language,

The structure of MTN stipulated in such agreement will become a reference indrafting an agreement with KSEI. Considering thatthe MTN will also be issued in electronic form, relevant provisions concerning the matter must be inserted in the agreement of such MTN issuance. For that purpose, prospective Issuer may use provisions of collective custody as a reference to be included in the agreement.

The above documents should be submitted to PT. KSEI, attn.: the Custodian Services Division (Securities Management Unit),in accordance with thetimeline mentioned at KSEI website.

3.Signing of Agreement

On the signing date of MTN issuance agreement and other related agreements, the Prospective Issuer will also sign an agreement with KSEI, which covers the following:

a.Agreement of MTN Registration at KSEI (Attachment 4);and

b.Agreement of Paying Agent (Attachment 5)in the form of notarial deed.

As there are connections between KSEI’s agreement and MTN issuance agreementor other related agreements, prospective Issuer should inform KSEI regarding the MTN issuance agreement and Paying Agent agreement numbers by no later than the date of the signing. The Act number of such MTN issuance agreement will be inserted into MTN Registration Agreement in KSEI.

The signing of such Agreements with KSEI will be performed separately (circular).

Should the securities have not been registered at KSEI within 6 (six) months after the signing of MTN registration agreement and Paying Agent with KSEI, such agreement will be aborted. If new securities are to be recorded at KSEI after such period, a new agreement shall be made accordingly.

4.The Registration of MTN in KSEI’s System (C-BEST)

KSEI is to register the MTN into C-BEST, following the submission of the completed MTN Registration Form by the Securities Issuer(Attachment 7),by no later than 3 (three) WorkingDays prior to distribution date.

Considering that MTN is not listed on the Stock Exchange, KSEI will issue each MTN for respective MTN series issued bythe Issuer. Ifthe Issuerhas issued other Securities that have been listed on Stock Exchange (for example: shares, bonds), then the particular alphabets of such MTN code will use 4 (four) alphabet digits of the Securities codes that have been previously issued by the Stock Exchange.

However, ifthe Issueris reluctant to use the alphabets that are similar to other Securities, and intends to propose new alphabets for the MTN code, theIssueris obligated to submit a request letter to KSEI(Attachment 6). Such letter must be submitted to KSEI along with MTN Registration Form, by no later than 3 (three) working days prior to the distribution date.

Notes:

The total number of forms to be completed and submitted to KSEI must be compatiblewith the total number of the issued MTN series bythe Issuer.

5.Allotment

The allotment proceduresareperformed in accordance with the provisions agreed between Issuer and Underwriter. The allotment result is made in form of MTN Distribution Instruction Recapitulation of Limited Public Offering result, into a diskette or other electronic devices in a specified MS Excel format(Attachment 8).

Beforehand, theUnderwriter must submit the allotment result to KSEI, to check the accuracy of the data in a determined format.

External Reference [MTN code-yyyymmdd-registration number] / : / Insert:
  • [MTNcode] : MTN code from KSEI
  • [yyyymmdd] : distribution date
  • [registration number] : registration number

Participant Code / : / Insert Account Holder code
Participant Account / : / Insert Securities Accountnumber of the Account Holder
Counterpart Code / : / Insert REG01code
Security Code / : / Insert MTN code
Number of Securities / : / Insert number of received Securities
Settlement date / : / Insert distribution date
Description (50 karakter) / : / Insert name of prospectiveMTN holder

The Underwriter must submit the allotment result data (in hardcopy) that has been checked by KSEI, by using a cover letter in a specified formatto KSEI (Attachment 9).

For distribution of such allotment result, the Issuer is obligated to submit letter of MTN distribution instruction electronically to KSEI with Rp 6,000.00 duty stamp (Attachment 10).The instruction and hardcopy of the allotment result must be submitted to KSEI, by no later than 1 (one) working day prior to electronic distribution date of the MTN.

It is expected that there will be no delay in conveying such MTN distribution instruction, so that KSEI can input the allotment result data into C-BEST immediately and the electronic distribution can be performed on time, whichis on the first day of distribution date (issuance date) as determined by the Issuer.

Notes:

  • In the event that MTN issuance is performed byseveral combined underwriters, the diskette or file, as well as hardcopy of the allotment result, is to be delivered by Lead Underwriters to KSEI.
  • If the issued MTN contains of series with different MTN codes, the MTN Distribution Instruction Recapitulation of Limited Public Offering result is made in 1 (one) similar diskette or file,with separate worksheets for each series/MTN code.

6.MTNJumboCertificate

As proof of electronic MTN issuance, the Issuer is obligated to issue MTN Jumbo Certificate to be kept at KSEI until the end of the issuance period.

It is not mandatory for MTN Jumbo Certificate to be printed on security paper; HVS or other types of A4 size paper are sufficient. However, it is compulsory that MTN Jumbo Certificate is equipped with Rp6,000.00 duty stamp and the authentic signature of the Issuer’s Management who authorized to represent Issuer, as stipulated in its Articles of Association.

The Issuer must deliver MTN Jumbo Certificate to KSEI by no later than 1 (one) working day prior the MTN electronic distribution date, accompanied by a coverletter (Attachment 11).

The number of issued MTN Jumbo Certificates must correspond with the number of MTN series issued by the Issuer in a format determined by KSEI (Attachment 12).

If the issued MTN contains amortization provisions and requirements, where the total MTN principal of which will be decreased/reduced in accordance with the determined schedule, the applied jumbo certificate must contains of amortization table that becomes the inseparable part of such jumbo certificate, in a format determined by KSEI (Attachment 13).

7.MTNDistribution

The MTN Electronic distribution is performed on the same date with the distribution date as scheduled by the Issuer. KSEI will distribute MTN according to the distribution instruction delivered by Issuer and upon the reception of the MTN Distribution Instruction Recapitulation of Limited Public Offering Result from the Underwriter.

The MTN distribution will be performed up to Sub Securities Account level. Thus, the Issuer is hoped toprerequisite KSEI Account Holders inopeningthe Sub Securities Accounts by thenames of MTN subscribers (prospective MTN Holders) at KSEI prior to the distribution date.

8.Report

Upon the performance of MTN electronic distribution on distribution date, KSEI will deliver a report to Issuer by no later than 1 (one) working day following the distribution date.

9.MemorandumInformation

As many as 2 (two) printings of final Memorandum Information of MTN registered at KSEI, must immediately be submitted by the Issuer to KSEI following the completion of the printing. The MTN data displayed in Final Memorandum Information, including among others: the interest rate and MTN interest payment schedule, which will further serve as a reference for the MTN data input into C-BEST.

10.Fees

In registering MTNat KSEI, the Issuer is bound to pay the following fees:

a.Joining Fee

This fee is charged once upon Issuer’s first registering of its MTN at KSEI (those in the form of Equity or of Debt), at the amount of Rp.15,000,000,- (fifteen million rupiah). Forthe Issuer with registered Securities at KSEI, the fee will not be charged

.

b.Annual Fee

This fee is to be charged upon each MTN series, based on the number of series (issued MTN codes), at the amount of Rp.10,000,000,- (ten million rupiah), respectively.

In the first year, the Annual Fee is calculated in pro rate, based on MTN distribution date into C-BEST. In following years, the Annual Fee will be fully charged at the beginning of the year (beginning of January) for as long as the MTN remains registered at KSEI.

c.Paying Agent Fee

In addition to the abovementioned fees, MTN registered at KSEI will be charged with Paying Agent Fee of 0.05% of the MTN coupon payment (a minimum of Rp.2,500,000,- and a maximum of Rp.10,000,000,-).

This fee is also charged upon each MTN series (the issued MTN codes), which is charged on every MTN coupon payment period.

The abovementioned fees are to be paid by the Issuer by no later than 15 (fifteen) calendar days after the reception of the invoice sent by KSEI. A fine will be imposed for payment delay in the amount of 0.5% (zero point five percent) percalendar day, and will be calculated against total invoiced sum.The abovementioned fees are not inclusive of Value Added Tax (VAT) and other relevant liabilities.

11.Issuer AreaFacility

The Issuer may monitor the ownership and mutation of the registered MTNin KSEI at any available time, by using the Issuer Area facility provided by KSEI. The Facility may be accessed by the Issuer at the following website address:

Prior to the use of facility, the Issuer is to complete the registration by filing the Issuer Area Registration Form(Attachment 14),which should be submitted along with the submission of MTN registration format the maximum of 3 (three) Working Days prior to the distribution date.

Below are the general requirements of the Issuer Area facility usage:

a.A Personal Computer (PC) with the minimum qualifications of:

  1. Intel Pentium
  2. 32 MB Memory (RAM)

b.An internet network

The access of the Issuer Area facility will be effective and available for the Issuer, 1 (one) Bourse Day after the disbursement date.

Notes:

Whereas the Issuer had already been registered and had obtained the Issuer Area facility at KSEI for other Securities Issuer Securities access, the Securities registration form is no longer needed. Access to new Securities may be obtained automatically in 1 (one) Working Day after the disbursement date.

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Tata Cara Pendaftaran MTN di KSEI