DISCLOSURE OF INFORMATION
ON AFFILIATE TRANSACTION
PT JASA MARGA (PERSERO) Tbk
("Company")
BUSINESS LINE:
Engaged in planning, constructing, operating and maintaining toll roads, and
land development and management of toll road area and other related businesses;
HEAD OFFICE:
PT Jasa Marga (Persero) Tbk
Plaza Tol Taman Mini Indonesia Indah
Jakarta 13550 - Indonesia
Phone : 62 (21) 841 - 3526, 62 (21) 841 - 3630
Facsimile : 62 (21) 840 – 1533, 62 (21) 841 – 3540
The company has conducted a Corporate Action, which is the Purchase of PT Trans Lingkar Kita Jaya ("TLKJ") shares that is owned by PT Waskita Karya (Persero) ("Waskita").
The Board of Commissioners and the Board of Directors, either individually or jointly, are fully responsible for the completeness of information and truthfulness of all information or material fact contained in this Disclosure of Information and after considerable study, according to their knowledge, there is no important or relevant fact that is not disclosed that can cause the information or material fact in this Information To the Shareholders become incorrect and/or misleading.
INTRODUCTION
This Disclosure of Information is an information for Shareholders, made by PT Jasa Marga (Persero) Tbk ("Company") in order to fulfill the Company obligation to announce the Disclosure of Information on the Affiliate Transaction with respect to the Purchase of PT Trans Lingkar Kita Jaya ("TLKJ") Shares that is owned by PT Waskita Karya (Persero) ("Waskita") with the intention to provide explanation, consideration on the transaction, as part of the Company's strategic plan.
Waskita as the seller is an affiliated party to the Company, therefore the Purchase of Shares is an Affiliate Transaction as regulated in Bapepam Regulation No. IX.E.1 on Affiliate Transaction and Conflict of Interest on Particular Transaction, Enclosure of Bapepam Chairman Directive No. KEP-521/BL/2008 dated 12 December 2008 ("Regulation No. IX.E.1").
With respect to the Purchase of Shares, the Company has appointed (i) Office of Public Appraisal Services (abbreviation in Bahasa: KJPP) Suwendho Rinaldy & Partner as Independent Party to appraise the value of TLKJ shares and to provide opinion on the fairness of the investment values, (ii) PT Gandamega Serasi as the Financial Consultant to conduct Due Diligence and Feasibility Study in order to evaluate and analyze the Purchase of Waskita's Shares, (iii) PT Multi Phi Beta as Engineering Consultant to evaluate the Engineering and Traffic Aspects, especially in the Cinere - Jagorawi Toll road and (iv) Karimsyah Law Firm as Legal Consultant to conduct Due Diliegence from Legal Aspect (Legal Due Diligence) towards TLKJ.
In conjunction with the Purchase transaction of Waskita's share ownership in TLKJ, the Company also purchase the TLKJ shares that is owned by PT Jalantol Lingkarluar Jakarta (the Company's subsidiary with 99% Company ownership) in the amount of 13,000 (thirteen thousand) shares or 3.01% (three point zero one percent). The purchase price per shares of this transaction is equal to the Company's purchase price from Waskita.
BRIEF INFORMATION OF THE COMPANY
General
The Company is established based on Deed No. 1 dated 1 March 1978, with the name, "PT Jasa Marga (Indonesia Highway Corporation)", which then amended based on Deed No. 187 dated 19 May 1981 and the name of the Company is changed to "PT Jasa Marga (Persero)", both made in front of Kartini Muljadi, SH, at that time was Notary in Jakarta.
The Company's Article of Association has been amended several times and the latest Article of Association is announced in the Supplement No. 27404 from State Reports of Republic of Indonesia dated 12 December 2008 No. 100, then amended with Deed of Minutes of Extraordinary General Meeting of Shareholders No. 33 dated 5 April 2011 that is made in front of Mrs. Poerbaningsih Adi Warsito, SH, Notary in Jakarta, as approved by the Minister of Justice and Human Rights of the Republic of Indonesia, with the decree No. AHU-20288.AH.01.02. Year 2011, dated 21 April 2011, and then is amended as contained in Deed of Minutes of Extraordinary General Meeting of Shareholders No. 95 dated 21 June 2012 that is made in front of Mrs. Poerbaningsih Adi Warsito, SH, Notary in Jakarta and has received the approval announcement letter from Directorate General of General Law Administration of the Minister of Justice and Human Rights No, AHU-AH.01.10-25313 dated 10 July 2012.
Company's Main Business Activities
- Conducting engineering plan, construction activities, operations and/or maintenance of toll roads;
- Manage the Toll Road Area (abbreviation in Bahasa: Rumijatol) and area adjacent to the Toll Road Area as resting and service area with its facilities and other businesses, both operated by the Company or cooperate with other parties.
Capital Structure and Shareholding Structure
Capital and shareholding structure of the Company based on the register of shareholder dated 30 June 2012, which issued by Company's Securities Administration Bureau, are:
|
Shareholders |
Number of Share |
Percentage Ownership |
Amount (Rupiah) |
|
Series A Dwi Warna Share |
|
|
|
|
Government of the Republic of Indonesia |
1 |
- |
500 |
|
Series B Share |
|
|
|
|
Government of the Republic of Indonesia |
4,759,999,999 |
70% |
2,379,999,999,500 |
|
Management : |
|
|
|
|
Ir. Agoes Widjanarko, MIP (Commissioner) |
80,000 |
- |
40,000,000 |
|
Ir. Adityawarna (Managing Director) |
134,500 |
- |
67,250,000 |
|
Ir. Hasanudin, M.Eng.Sc (Director of Operations) |
8,500 |
- |
4,250,000 |
|
Ir. Abdul Hadi HS, MM (Director of Business Development) |
260,500 |
- |
130,250,000 |
|
Ir. Reynaldi Hermansjah (Director of Finance) |
489,000 |
- |
244,500,000 |
|
Ir. Muh. Najib Fauzan, MSc (Director of HR and General Affair) |
107,500 |
- |
53,750,000 |
|
Employee |
27,346,919 |
0.40% |
13,673,459,500 |
|
Total Management and Employee |
28,426,919 |
0.41% |
14,213,459,500 |
|
PT JAMSOSTEK (PERSERO) – JHT |
106,919,500 |
1.57% |
54,459,750,000 |
|
Society (each below 2%) |
1,945,878,861 |
28.62% |
972,939,430,500 |
|
Total |
6,800,000,000 |
100.00% |
3,400,000,000 |
Composition of Board of Commissioner and Director
Based on the resolutions of Extraordinary General Meeting of Shareholders dated 30 January 2012 and Statement of Meeting Resolution dated 21 June 2012, made in front of Poerbaningsih Adi Warsito, S.H, Notary in Jakarta, the composition of Board of Commissioners and Board of Directors of the Company are as follow:
President Commissioner : Ir. Agoes Widjanarko, MIP
Commissioner : Drs. Ibnu Purna Muchtar, SE., MA.
Commissioner : DR. Joyo Winoto
Commissioner : Prof. Dr. Akhmad Syakhroza
Commissioner (Independent) : Mayjen (Purn) Samsoedin
Commissioner (Independent) : Police Inspector General (Ret) Drs. Michael Dendron Primanto, SH., MH
Managing Director : Ir. Adityawarman
Director of Operations : Ir. Hasanudin, M.Eng.Sc
Director of Finance : Ir. Reynaldi Hermansjah
Director of Business Development : Ir. Abdul Hadi Hs., MM.
Director of HR and General Affairs : Ir. Muh. Najib Fauzan, Msc.
INFORMATION ON SHARES PURCHASE
1. Reasons and Background of Shares Purchase
In accordance with PT Jasa Marga (Persero) Tbk ("Perseroan") main business activities, which are to plan, construct, operate and maintain toll roads, and also develop and manage the land in toll road area and other related businesses and Company's strategic business to continuously develop and expand the toll roads in Indonesia in a sustainable manner, the Company conduct strategic effort to improve the Company's performance.
In its development, the Company had managed and operated toll roads for 545 km in 2012, with majority of the roads is in Java island. It is estimated that in 2014, the Company will operate the toll roads of 738km, and increase of 39.1% compared to 2012. In addition to that, the Company has also operated toll roads outside Java island, which is Belmera toll road connecting Belawan Port to Medan and Tanjung Morawa.
Toll road is one of the facilities/infrastructures supporting Indonesia's economic growth, thus the need of freeway infrastructure development acceleration. The Company as the largest toll roads operator in Indonesia is demanded to be expansive in developing the infrastructure. Moreover, the toll roads growth in Indonesia is relatively slow compare to nations in Southeast Asia. As comparison, Malaysia already owns toll roads with the length of 4,000 km, while toll roads in Indonesia is +/- 750 km.
Company's Corporate Action to Purchase TLKJ Shares that is owned by Waskita, is part of Company's strategic plan to continuously expand the toll roads and also part of Company's policy to develop new toll roads that are connected with the operating toll roads, thus can support the traffic volume target, both for operating toll roads or new toll roads.
2. Transaction Object
TLKJ shares that is owned by Waskita is 18.14% (eighteen point fourteen percent) or 76,208 (seventy six thousand and two hundred and eight) shares.
3. Transaction Value
Transaction Value that has been agreed in the Deed of Shares Sale and Purchase No. 18 dated 6 August 2012 is Rp 117,931,194,128 (one hundred and seventeen billion nine hundred and thirty one million one hundred and ninety four thousand one hundred and twenty eight Rupiah).
4. Company Consideration With Respect to the Shares Purchases
In Purchasing the Shares, the Company have several considerations, namely:
- Waskita offers their shares ownership in TLKJ to the Corporation;
- Increase the ownership of toll roads and length of toll roads;
- Develop the Company's performance growth through Non Organic Growth;
- Develop new toll roads that is connected to the operating toll roads, thus creating integration that can increase the traffic, both in the existing toll roads or new toll roads;
- Improve the operations system and integrated services;
- New toll roads with good financial condition.
Information Regarding Parties in the Shares Purchasing
PT Trans Lingkar Kita Jaya (“TLKJ”)
General
TLKJ is domiciled at South Jakarta, an Indonesian Legal Entity, is a Limited Liability company that established based on the law of the Unitary State of Republic of Indonesia. TLKJ is established in 2006 with Deed of Establishment No. 18 dated 19 January 2006 with the title of Deed of Establishment of Limited Liability Company PT Translingkar Kita Jaya, made in front of Agus Madjid, SH, Notary in Jakarta. The Article of Association has been amended several times, at 22 August 2008 is amended again based on the resolutions of Extraordinary General Meeting of Shareholders of LTKJ, with the resolutions is stated in the Deed of Meeting Resolution Statement No. 05 dated 30 December 2006, made in front of Doddy Radjasa Waluyo, SH, Notary in Jakarta.
TLKJ is a consortium from 4 companies in Indonesia, consists of PT Transindo Karya Investama, which a subsidiary of Kompas Gramedia Group, Waskita, JLJ and PT Kopnatel Jaya, whose win the development and management tender of Cinere - Jagorawi Toll Roads from Government.
Business Activities
TLKJ main activitiy is to develop and manage the Cinere - Jagorawi Toll Roads from Government. In order to achieve the purposes and objectives, TLKJ can engage in the following business activities:
- Organize and carry out the toll road project that covers :
- Conduct and/or provide consultancy in :
- Conduct all business activities to achieve and in accordance with the purposes and objectives mentioned above and run the business both at jointly and severally with other person or entity, with method and form according to the needs and by heed prevailing law and regulation.
- Planning, development, operation and maintenance of toll roads, supporting building, roads and toll facilities;
- Investment and provision of supporting service in toll roads, including the operational management, maintenance, public service and outdoor advertisement facilities;
- Provide construction services in investment management, construction project, development and operations of toll roads.
- The design creation of public facility construction of roads and bridges;
- Project management that related with construction such as offers evaluation, planning, control, supervision and construction of project;
- Project operations;
Capital Structure and Shareholding Structure
Composition of TLKJ shareholding has changed several times. Based on the resolutions of TLKJ General Meeting of Shareholders, the Article of Association of TLKJ is amended again based on the resolutions of TLKJ General Meeting of Shareholders dated 22 December 2008, which the resolutions is stated in the Deed of Meeting Resolutions Statemen No. 05 dated 30 December 2006, made in front of Doddy Radjasa Waluyo, SH, Notary in Jakarta. In this General Meeting of Shareholders, the shareholders increase the TLKJ subscribed/paid up capital from Rp 240,000,000,000 (two hundred forty billion rupiah) to Rp 420,000,000,000 (four hundred and twenty billion rupiah).
With his changes, the TLKJ capital structure is:
Authorized Capital : Rp 520,000,000,000 (five hundred twenty billion rupiah) divided to 520,000 (five hundred and twenty thousand) shares, each shares with nominal value of Rp 1,000,000 (one million rupiah)
Subscribed Capital : Rp 420,000,000,000 (four hundred and twenty billion rupiah) divided to 420,000 (four hundred and twenty thousand) shares
Paid-in Capital : Rp 420,000,000,000 (four hundred and twenty billion rupiah) divided to 420,000 (four hundred and twenty thousand) shares
The composition of shareholders before the transaction of TLKJ shares purchase by the Company is as follows:
|
Shareholders |
Before Transaction |
||
|
Number of Share |
Total Value (Rp million) |
% |
|
|
PT Transindo Karya Investama |
327,634 |
327,634 |
78.01% |
|
PT Waskita Karya (Persero) |
76,208 |
76,208 |
18.14% |
|
PT Jalantol Lingkar Jakarta |
13,000 |
13,000 |
3.10% |
|
PT Kopnatel Jaya |
3,158 |
3,158 |
0.75% |
|
Total |
420,000 |
420,000 |
100.00% |
The composition of shareholders after the transaction of TLKJ shares purchase by the Company is as follows:
|
Shareholders |
After Transaction |
||
|
Number of Share |
Total Value (Rp million) |
% |
|
|
PT Transindo Karya Investama |
327,634 |
327,634 |
78.01% |
|
PT Kopnatel Jaya |
3,158 |
3,158 |
0.75% |
|
PT Jasa Marga (Persero) Tbk |
89,208 |
89,208 |
21.24% |
|
Total |
420,000 |
420,000 |
100.00% |
Notes:
In addition to the purchase of Waskita's shares, the Company also purchased all of PT Jalantol Lingkar Jakarta's shares, the Company's subsidiary with 99.00% ownership.
Composition of Board of Commissioners and Board of Directors
The composition of TLKJ management since 6 August 2012, is as follows:
President Commissioner : Ir. Reynaldi Hermansjah
Commissioner : Antonius Irwan Oetama
President Commissioner : Ir. Teddy Surianto
Commissioner : Ir. Peter Martungkar Manjuntak, MBA
Managing Director : Ir. Hilman Muchsin, MM, MT
Director : Cherly Piktiyani Santoso
Director : Theresia Asih Winanti
Director : Ir. Budi Pramono
PT Waskita Karya (Persero) (“Waskita”)
With Presidential Decree No. 2 year 1960, dated 16 January 1960 on Determination of Netherlands Contractor Company for Nationalization, Government of Republic of Indonesia nationalize all Netherlands Companies in Indonesia and form national companies in form of State Company (abbreviation in Bahasa: PN) to continue the business activities of the former Netherlands companies. PN Waskita Karya is established based on Government Regulation No. 62 Year 1961 dated 29 march 1961 to continue the business activities of former Netherlands Companies that named NV. Volker Aaneming Maatschappij, which has been amended several times, the last is the Amendment of Article of Association, with Deed of Notary Sutjipto, Sh, M.Kn. No. 140 dated 20 July 2010.
Business Activities
Waskita as a company has a purpose to engage in business of construction industry, manufacturing industry, rent service, agency service, investment, agriculture industry, trade, estate management, service of capacity building in the field of construction, information technology and tourism and development to create goods and/or service with high quality and high competitiveness, and also profitable in order to increase the value of Company with the principles of limited liability company.
Capital Structure and Shareholding Structure
According to the Deed of Notary Sutjipto, SH, M.Kn. No. 140 dated 20 July 2010, the capital structure and Waskita shareholders are as follow:
|
Explanation |
Amount (Rp) |
Percentage (%) |
|
Authorized Capital |
240,000,000,000 |
|
|
Paid-in Capital |
60,000,000,000 |
|
|
PT Perusahaan Pengelolaan Aset (Persero) |
59,400,000,000 |
99.00% |
|
Government of the Republic of Indonesia |
600,000,000 |
1.00% |
|
TOTAL |
125,000,000 |
100.00% |
Composition of Board of Commissioners and Board of Directors
The Composition of Board of Commissioners and Board of Directors are as follow:
President Commissioner : Iwan Nursyirwan Diar
Commissioner : Soemarno Soerono
Commissioner : Kohirin Suganda Saputra
Commissioner : Arif Burhanudin
Managing Director : M. Choliq
Director of Operations I : Didi Triyono
Director of Operations II : Desi Arryani
Director of Business Development and HR : Bambang Heru Purnomo
Director of Finance : Tunggul Rajagukguk
Explanation on the Relation and Nature of Affiliation
The transaction of sale and purchase of shares that is conducted by the Company with Waskita, is a Affiliate Transaction. Considering that Waskita is indirectly controlled by State of Republic of Indonesia through PT Perusahaan Pengelolaan Aset (PPA), thus the Company and Waskita is controlled by the same party, which is State of Republic of Indonesia, as the main shareholder of the Company.
Ownership Relation
INDEPENDENT PARTIES APPOINTED IN THE TRANSACTION
The independent parties appointed by the Company in this transaction, among others are:
- Office of Public Appraisal Service Suwendho Rinaldy & Partner as the Independent Appraiser who gave the valuation of fair market value of 18.14% of TLKJ shares;
- PT Gandamega Serasi as Financial Consultant who conducted the Financial Due Diligence and providing analysis of feasibility on the investment of 18.14% of TLKJ shares;
- PT Multi Phi Betha as Engineering Consultant who conducted the Engineering and Traffic Due Diligence to obtain the fair and efficient project cost and gain the traffic potential from Cinere-Jagorawi Toll Road Project;
- Karimsyah LawFirm as Legal Consultant who is appointed by the Company to help in relation with the Legal Due Diligence that is related with the transaction of Shares Purchase.
SUMMARY OF THE OPINION OF INDEPENDENT PARTIES
- 1. Valuation Consultant/Shares Appraisal
KJPP Suwendho Rinaldy & Rekan
Transaction Object
Transaction object TLKJ shares owned by Waskita for 18.14% (eighteen point fourteen percent) or 76,208 (seventy six thousand and two hundred and eight) shares.
Objectives
The objectives of valuation is to provide opinion on the value of transaction object, at 31 August 2011, that is stated in the currency of Rupiah and/or its equivalent. The purposes of the valuation is to provide an illustration of the fair value of transaction object that will be used as the reference by the Company's management and Waskita in executing the Transaction Plan.
Assumptions
The assumptions that are used in this valuation is obtained from project data, financial statement, assets list, Cinere-Jagorawi Toll Road Concession Agreement and discussion with TLKJ, Company and Waskita's management. The used assumptions, among others are:
- Completion of Section 1 Toll Road project is in 2012, Section 2 is in 2014 and Section 3 is in 2015.
- Total Investment Cost is Rp 1.6 trillion, Section 1 is Rp 89.8 billion, Section 2 is Rp 580 billion and Section 3 is Rp 935.5 billion. Price escalation is 6% per year, starting from 2012.
- Projection of traffic volume : Vehicles/day.
- Tariff increase is 12% per 2 years, started from 2014.
Valuation standard refers to the 2007 Indonesia Valuation Standards ("SPI"), which is the fair market value by using the estimation of total cash or equivalent that can be obtained from a transaction of company or shares purchase and sale or interest in buyer and seller, both have the capability to conduct transaction, act without coercion and each parties have the relevant facts and information (SPI 2007-PPPI 6.3.26).
Valuation Method
Share valuation methods are discounted cash flow method, adjusted net asset method, and guideline publicly traded company method. The discount is discount of lack of control for 30%, this reflects the deduction of value towards investment value of majority, which is considered as the impact of lack of control from the owners who in the minority position or has limited control. In addition to that, marketability discount for 30% is also applied, which is a deduction towards the value of company shares that is considered from the lack of liquidity of the company's shares to be marketed.
Valuation Summary
The fair market value of Transaction Object at 31 August 2011 is Rp 1,547,491 per share. The fair market value of the 76,208 shares or 18.14% with market value per share of Rp 1,547,491 is Rp 117,931,194,128 or rounded to Rp 117,931,000,000 (one hundred and seventeen billion nine hundred and thirty one million rupiah).
- 2. Financial Consultant
PT Gandamega Serasi
The objective is to conduct Financial Due Diligence and Feasibility Study of the investment through investigation and analysis of purchase plan of TLKJ 18.14% shares that is owned by Waskita.
Investment Feasibility Level
Net Present Value (NPV) : aims to determine the worthiness of the transaction plan in the future that is evaluated from the present from financial perspective. With discount rate of 14.85%, the NPV value is RP 94.63 million. Positive NPS shows that the transaction plan is worthy.
Internal Rate of Return (IRR) : an investment with IRR value higher than the used discount rate shows that it is profitable and feasible to be executed. From the calculation result, the Equity IRR is 17.05% or higher than the discount rate of 14.85%.
Payback Period : aims to determine the level of investment return gained by investor, and from the calculation, the payback period of the transaction is 10 years and 11 months.
Profitability Index (PI) or Benefit/cost (B/C) Ratio : aims to compare the present value from operational cash flow that will be gained in the future with the present value of investment cost. The calculation result of PI during the projection period is 2.35 (which is higher than 1, shows that the Transaction Plan is Feasible).
- 3. Engineering Consultant
PT Multi Phi Beta
The purpose of Engineering Consultant is to evaluate the Engineering and Traffic Aspect, especially on the Cinere - Jagorawi Toll Road, thus the fair and efficient project cost can be estimated and the traffic potential of Cinere - Jagowari Toll Road Project can be obtained.
Engineering Aspect
Based on the report of Engineering Consultant, with respect to the construction of Cinere-Jagowari Toll Road, the summary of the report is as follows:
- Road construction plan : Cinere-Jagorawi Toll Roads
- Length of Road : 14.64 Km
Consists of :
Section I : Jagorawi-Raya Bogor : 3.70 Km
Section II : Raya Bogor-Kukusan : 5.50 Km
Section III : Kukusan-Cinere : 5.44 Km
- Number of Lane :
- Section I : 2 x 3 lanes (direct)
- Section II & III : Beginning : 2 x 2 lanes
End : 2 x 3 lanes (inner widening)
- Construction Work for all structure in all sections includes toll roads' cross over and cross under, will be build directly for 2x3 lanes.
- The additional road widening to 2 x 3 lanes will be started in 2018 or if the number of LHR had reach c/c ratio of 0.8.
- Interchange Krukut work (Krukut Junction) will be conducted in 2018 or at the same time with the construction of Depok – Antasari toll roads.
- Pesanggrahan Bridge construction work (STA 9+256 s/d STA 9+723) will be conducted in 2018 or at the same time with the construction of Cinere - Serpong Toll Roads.
- Number of interchanges :
Junction : 2 areas (Cimanggis, Krukut)
Interchange : 4 areas (Raya Bogor, Raya Margonda, Raya Kukusan, Raya Limo)
- Number of viaduct : 17 units
- Number of bridge : 23 units (including river bridge)
- Number of Pedestrian
Bridge : 1 unit (JPO)
Box : 2 units (Ananta Kupa, Koperasi)
- Operational Office : 1 unit (including supporting facility)
- Construction Cost
|
No |
Explanation |
PPJT (Rp) |
Engineering Consulting Result (Rp) |
|
1. |
SECTION– I |
305,490,913,550.00 |
319,823,744,200.00 |
|
2. |
SECTION– II |
397,264,466,393.00 |
410,528,439,100.00 |
|
3. |
SECTION– III |
408,736,292,494.00 |
425,970,056,100.00 |
|
|
TOTAL COST |
1,111,491,672,437.00 |
1,156,322,239,400.00 |
- Land Procurement Schedule
- Section I : until December 2010
(According to the Minutes of Handover of Freeland for Cinere - Jagorawi Section-I Toll Roads Construction Project (SS Cimanggis - SS Raya Bogor) No .BA.346/BPJT/KE/TN/01/05/2010 dated 22 April 2010)
- Section II : April 2010 until June 2011
- Section III : July 2011 until March 2012
- Construction Schedule
Construction is started since the issuance of Work Order (abbreviation in Bahasa: SPMK) by Highway Regulators (abbreviation in Bahasa: BPJT), with the schedule as follows:
- Section I : August 2010 until August 2011
- Section II : July 2011 until June 2012
- Section III : April 2012 until March 2013
- Operation Schedule
- Section I : October 2011
- Section II : August 2011
- Section III : May 2013
Traffic Aspect
The estimation of beginning traffic volume (vehicles per day) based on Toll Road Concession Agreement (abbreviation in Bahasa: PPJT) is describe in the following table :
|
Road |
Group |
Traffic Volume (vehicles/day) |
|||
|
Toll Roads |
Vehicle |
2011 |
2012 |
2013 |
2014 |
|
|
Group I |
27,189 |
30,558 |
36,058 |
43,991 |
|
|
Group II |
1,182 |
1,329 |
1,568 |
1,913 |
|
Section-I |
Group III |
591 |
664 |
784 |
956 |
|
|
Group IV |
296 |
332 |
392 |
478 |
|
|
Group V |
296 |
332 |
392 |
478 |
|
|
Total |
29,554 |
33,215 |
39,194 |
47,816 |
|
|
Group I |
- |
30,558 |
36,058 |
43,991 |
|
|
Group II |
- |
1,329 |
1,568 |
1,913 |
|
Section-II |
Group III |
- |
664 |
784 |
956 |
|
|
Group IV |
- |
332 |
392 |
478 |
|
|
Group V |
- |
332 |
392 |
478 |
|
|
Total |
- |
33,215 |
39,194 |
47,816 |
|
Road |
Group |
Traffic Volume (vehicles/day) |
|||
|
Toll Roads |
Vehicle |
2011 |
2012 |
2013 |
2014 |
|
|
Group I |
- |
- |
36,058 |
43,991 |
|
|
Group II |
- |
- |
1,568 |
1,913 |
|
Section-III |
Group III |
- |
- |
784 |
956 |
|
|
Group IV |
- |
- |
392 |
478 |
|
|
Group V |
- |
- |
392 |
478 |
|
|
Total |
- |
- |
39,194 |
47,816 |
Note : PPJT : Document Attachment of Minutes of Toll Road Concession Continuation Evaluation, Road : Cinere – Jagorawi (Cimanggis), Depok, West Java)
- 4. Legal Consultant
Karimsyah Lawfirm
In general, Karimsyah Lawfirm provides legal opinion that in the case of purchase transaction of Wakita's share ownership in TLKJ, the Company as a public company, has the obligation to fulfill the requirements and methods stipulated in the Limited Liability Company ACT, and also regulations that are issued by BAPEPAM LK.
STATEMENT OF BOARD OF COMMISSIONERS AND BOARD OF DIRECTORS
Board of Commissioner and Board of Directors hereby declare that all information or material facts have been disclosed in this report and all the information is not misleading.
The Company's Board of Directors stated than the Purchase of TLKJ Share owned by Waskita by the Company is an affiliate transaction as mentioned in the Regulation IX.E.1.
The Company's Board of Directors hereby declares that Transaction that is conducted by the Company as elaborated above is not considered as Material Transaction as mentioned in Regulation No. IX.E.2.
ADDITIONAL INFORMATION
For all parties who need additional information can contact the Company during office hour at the following address:
PT Jasa Marga (Persero) Tbk
Plaza Tol Taman Mini Indonesia Indah
Jakarta 13550 - Indonesia