Energy, Projects & Infrastructure

Hendra Soenardi has handled major project matters representing developers, controlling shareholders and strategic investors. We negotiate credit and collateral documents, and other relevant agreements, including subordinated debt, equity, guarantees, support, concession, cooperation, profit sharing, power purchase, operating and service agreements. We deal with various aspects of project development including banking and finance, energy, environment, natural resources, telecommunications and real property.

REPRESENTATIVE TRANSACTIONS

Power & Infrastructure Sector

• Counsel to PT Adaro Power as a sponsor of the development of a 2 x 1,000 MW power plant in Central Java (using a Public Private Partnership scheme). This transaction was recognized as the Indonesia Deal of the Year by Asian Legal Business in 2016, the Project Finance Deal of the Year in Asia by International Financial Law Review and the Deal of the Year in Asia Pacific for Power by Project Finance and Infrastructure Journal in 2017.
• Together with Milbank, Hendra Soenardi represented PT Tanjung Power Indonesia, as the independent power producer, and its sponsors in the development of a 2 x 100 MW power plant in South Kalimantan.
• Together with Milbank, Hendra Soenardi represented the purchaser in a proposed acquisition of a 25% interest in one of the largest power producers in Indonesia.
• Together with Skadden Arps, Hendra Soenardi represented the sponsors in bidding for the development of a 2 x 600 MW mine-mouth coal fired power plant in Sumatra.
• Counsel to the purchaser in a proposed acquisition of a power producer in Sulawesi.
• Together with Rajah & Tann, Hendra Soenardi represented the purchaser in a proposed acquisition of LNG carriers.
• Advising a multinational Japanese corporation on the local content requirements of electricity infrastructure projects in Indonesia.
• Advising sponsors of a power plant project on the structure of Engineering, Procurement and Construction (“EPC”) contracts and the involvement of a foreign contractor, and on the procedure for selecting EPC contractors for the development of a 2 x 100 MW power plant.
• Counsel to one of the largest Asian private equity firms in a proposed acquisition of one of the largest land transport companies in Indonesia.
• Counsel to the sponsor in the development of an integrated coal mining business in Kalimantan which included land transport and seaport facilities.
• Counsel to a private equity firm in the proposed acquisition of a toll road operator.
• Counsel to the sponsor in one of the largest reclamation projects in Jakarta.  

Mining Sector

• Counsel to the purchaser in an acquisition of coal mining companies, including legal due diligence of mining subsidiaries (IUP holders) located in East Kalimantan which would supply coal for a mine-mouth power project.
• Advising an international coal trading company in relation to a Indonesian Coal Contract of Work (PKP2B).
• Advising the sponsors in the preparation of a comprehensive list of licenses to be obtained by a coal mining company for a mine-mouth power plant project.
• Advising a client on the status of assets utilized by a mining company holding a Coal Contract of Work (PKP2B).
• Counsel to the purchaser in a proposed acquisition of a foreign investment company holding a Coal Contract of Work (PKP2B) in Kalimantan. We conducted due diligence where one of the key issues was the overlap between mining and forestry areas.
• Counsel to the purchaser in an acquisition of coal mining companies, including legal due diligence of mining subsidiaries (IUP holders) located in Muawa Wahau, East Kutai, East Kalimantan, which would supply coal for a mine-mouth power project.
• Counsel to the purchaser of a proposed acquisition of an integrated mining business in East Kalimantan involving legal due diligence on a coal train operator.
• Counsel to the purchaser in a proposed acquisition of a group of mining companies with an integrated mining business in East Kalimantan and Sumatra involving complex legal due diligence. The IUP Production Operations consisted of coal hauling road operations, mining service provision, port operations, sea transportation / shipping companies and, coal trading activities.
• Counsel to the purchaser in a proposed acquisition of a mining services company involving extensive legal due diligence.
• Counsel to one of the largest coal companies in Indonesia, with land overlapping that of a plantation company in Kalimantan.

Plantation Sector 

• Advising one of the largest plantation company groups in Indonesia on its material licensing and regulatory obligations in preparation for a proposed sale of several plantation companies.
• Advising shareholders in a proposed restructuring of plantation companies.
• Advising a client on a licensed plantation area that overlapped protected forest and mining areas.
• Advising a client on the regulatory limits of a licensed plantation area owned by a group of companies in Indonesia.
• Advising a client on issues related to Timber Utilization Permits (Izin Pemanfaatan Kayu).
• Advising a client on the implications of the Presidential Moratorium on new Palm Oil Plantation Licenses.
• Advising a client on TORA (Tanah Objek Reforma Agraria) in relation to the relinquishment of a forestry area for plantation companies. 

Land Related Sector

• Advising and assisting an independent power producer (IPP) in arranging a land title structure so that three land titles could co-exist on the same plot. The three titles were to be held by the IPP, the local government, and a private company in a manner acceptable to all parties, including the lenders for project finance purposes. This included the negotiation of a cooperation agreement in the local government with respect of the utilization of regional-owned assets (Barang Milik Daerah).
• Advising an IPP on land related matters in South Kalimantan, including the splitting of Hak Guna Bangunan (HGB), the negotiation with the local government of Hak Pengelolaan (HPL), and dealing with right of way issues in their respective mining and HGB areas, so that the land structure arrangements were acceptable to the IPP’s lenders. The settlement of these land matters helped the sponsors, PLN, and the  government to navigate one of the main obstacles to the project at that time.
• Advising a company on the issues relating to land auction procedures and converting land titles.
• Advising sponsors in the preparation of a land procurement plan to be submitted to PLN for the purpose of project tendering. Issues addressed included the project’s of location compatibility with national, provincial, and regional spatial plans.
• Advising clients on several overlapping license issues: plantation areas, mining areas, gas concessions, and protected forest areas.
• Counsel to a consortium dealing with the Indonesian National Land Body on the land abandonment issues.