Pramudya A. Oktavinanda, PhD

Foreign Legal Consultant | Finance & Projects

Surabaya

Pramudya Oktavinanda (Pram) is the Managing Partner of UMBRA – Strategic Legal Solutions and the go-to lawyer for any challenging and state-of-the-arts transactions that require systematic combination of immense legal skills, business acumen, pragmatic attitude, and imaginative thinking.

During his nearly two decades of career, Pram has represented major governmental, local and international clients in some of the largest and most sophisticated national and cross border transactions covering the full spectrum of legal services that include: (i) mergers, acquisitions and spin-offs of public and private corporations, (ii) special situations, corporate, debt & pre-IPO restructuring, (iii) corporate compliance, investigative audits, and out-of-court complex dispute settlement, (iv) product development and compliance service for TMT business (including creation of digital apps and new technology), (v) project development and financing (conventional and Sharia) for power, energy, infrastructure and TMT industry, (vi) public policy making and government relations, (vii) public offerings and private placements of equity and debt securities (covering local and international offerings under Rule 144A/Reg S of the US Securities Act of 1933), and (viii) estate planning for conglomerates and family-owned company groups. His wealth of experience covers more than 300 deals with a combined value of deals closed in the amount of at least USD65billion.

In addition to being academically trained in the art of Law & Economics, Legal Interpretation, and Islamic Law as a Doctor of Jurisprudence from the University of Chicago Law School, Pram is well versed in various intricate industries such as telecommunication, broadcasting, digital and new technology (including over-the-top, blockchain, and IoT), data & analytics service, power, energy, infrastructure, and state-owned enterprises.

After founding UMBRA in November 2017, Pram was immediately acknowledged by numerous prominent international legal directories for his skills and leadership in Indonesian legal market, developing UMBRA from a 3-lawyer firm to one of the biggest firms in Indonesia (with 70 fee earners around the clock), becoming the fastest growing and the youngest law firm with the most numbers of awards in the history of Indonesian legal industry.

Pram is also the youngest Indonesian lawyer to date who has received the largest number of accolades and recognitions from reputable international and local legal directories, a feat that he has consistently maintained since 2018. To name a few of his achievements, he is consecutively named as one of Asian Business Law Journal’s Top 100 Indonesian Lawyers (2018-2022), nominated as the youngest ever “Deal Maker of the Year” by Asian Legal Business (ALB) in its 2018-2021 Indonesian Law Firms Award, and acknowledged as a “Highly Regarded – Leading Lawyer” for M&A and Capital Market Transactions in IFLR 2019-2022 Edition and “Distinguished Practitioner” for M&A and Capital Market in Asia Law 2020-2022.

Most recently, Pram is awarded as: (i) 2022’s ALB Asia Super TMT Lawyer, being one of the most outstanding TMT practitioners across the Asian region who have earned wide recognition in terms of client service, (ii) 2021’s ALB Dealmaker of Asia for Indonesia jurisdiction, being one of the standout lawyers who helped make the deals happen in a record year for both M&A and IPO activity, and (iii) Lawyer of the Year for Corporate and M&A in 2021’s and 2020’s Asialaw Awards – Client Service Excellence, being the highest rated lawyer to work with by clients in Indonesian corporate and M&A deals.

Professional Affiliations

Member of the Association of Indonesian Advocates (PERADI).
Member of the Association of Capital Market Legal Consultants (HKHPM).
Member of the American Law & Economics Association (ALEA).
Registered as a Capital Market Supporting Professional with the Indonesian Financial Services Authority (OJK).

Education

Faculty of Law, University of Indonesia, Bachelor of Laws (SH) (cum laude) (2005).
University of Chicago Law School, Master of Laws (LLM) (2012).
University of Chicago Law School, Doctor of Jurisprudence (PhD) (2018).

Awards & Accolades

IFLR1000 (2022) – Leading Lawyer – Highly Regarded in M&A and Capital Market.
Asialaw (2022): Distinguished Practitioner – M&A and Capital Market.
Asian Legal Business – Thomson Reuters (2022): ALB Asia Super 50 Top TMT Lawyers 2022.
Asian Business Law Journal (2022): Top 100 Indonesian Lawyers.
Asian Legal Business – Thomson Reuters (2022): ALB Dealmakers of Asia 2021 (Indonesia).
Chambers Global (2022) – Recommended as M&A and Capital Market and Projects & Energy lawyer.
Chambers Asia Pacific (2022) – Recommended as M&A and Capital Market and Projects & Energy lawyer.
IFLR1000 (31st Edition) – Leading Lawyer – Highly Regarded in M&A and Capital Market.
Asian Legal Business SE Asia – Thomson Reuters (2021): Dealmaker of the Year (Finalist).
Asian Legal Business – Thomson Reuters (2021): Managing Partner and Dealmaker of the Year (Top Finalist).
Asian Business Law Journal (2021): Top 100 Indonesian Lawyers.
Asialaw Client Service Excellence (2021): Outstanding Lawyer – Corporate and M&A.
IFLR1000 (2021): Leading Lawyer – Highly Regarded in M&A and Capital Market.
Asialaw (2021): Distinguished Practitioner – M&A and Capital Market.
Asian Business Law Journal (2020): Top 100 Indonesian Lawyers.
Asian Legal Business – Thomson Reuters (2020): Managing Partner and Dealmaker of the Year (Top 5 Finalist).
IFLR1000 (2020): Leading Lawyer – Highly Regarded in M&A and Capital Market.
Asialaw (2020): Distinguished Practitioner – M&A and Capital Market.
Asian Legal Business – Thomson Reuters (2019): Dealmaker of the Year (Top 5 Finalist).
Asian Business Law Journal (2019): Top 100 Indonesian Lawyers.
IFLR1000 (2019): Leading Lawyer – Highly Regarded in M&A and Capital Market.
Asian Legal Business – Thomson Reuters (2018): Dealmaker of the Year (Top 5 Finalist).
Asian Business Law Journal (2018): Top 100 Indonesian Lawyers.
IFLR1000 (2018): Notable Practitioner in M&A and Capital Market.
Legal 500 (2014): Notable Lawyer, “proven to be capable and helpful.”

Honors

Recipient of University of Chicago Law School Full Tuition Scholarship for JSD Program.
Recipient of Baker & McKenzie Graduate Legal Studies Scholarship (2011).
Best Outstanding Student of Faculty of Law, University of Indonesia (2004).

Mergers, Acquisitions, and Spin-Offs of Public and Private Corporations

Technology, Media & Telecommunication related M&A Transactions

Representing PT Telkom Indonesia (Persero) Tbk. (Telkom), the largest telco company group in Indonesia, in its proposed investment in a joint venture company with Bank Mandiri group (via Telkom subsidiary, PT Metra Digital Investasi (MDI)) for the development of new integrated digital health and fitness apps via innovative in-kind contribution (ongoing).
Representing a global provider of software and services for the process industries in its proposed acquisition of a leading mining software company from its private equity investors (ongoing).
Representing Telkom in the IDR6.6 trillion corporate restructuring for the establishment of the largest data center and IT service companies in Indonesia via (i) spin-off of PT Sigma Cipta Caraka’s (TelkomSigma) data center assets to PT Telkom Data Ekosistem (TelkomDataCenter) and (ii) acquisition via new investments by Telkom of TelkomSigma and TelkomDataCenter. It is one of the most complex restructuring transactions given the large amount of third parties contracts and liabilities to be novated by TelkomSigma to TelkomDataCenter and it creates a new precedent for spin-off transactions in Indonesia (2021-2022).
Representing PT Telekomunikasi Selular (Telkomsel), the largest mobile telecommunication operator in Indonesia, in its IDR10.28 trillion sale and leaseback of its 6,000 telecommunication towers to PT Dayamitra Telekomunikasi Tbk. and development of new BTS towers. Not only that the deal breaks another record in terms of value (being one of the largest deals in Southeast Asia), it also breaks the record for being one of the fastest large scale asset M&A deals to be completed in the region, if not the fastest (completed in less than a month) (2022).
Representing Ruangguru group, the largest EdTech start-up company in Indonesia, in its acquisition of Schoters group, one of Indonesia’s fastest growing online education platform companies (2022).
Representing an integrated online food and beverages (F&B) start-up company in its material business and corporate group restructuring for the purpose of establishing its own digital marketplace, online trading, and payment system which involved acquisition and shares transfer ownership, estate planning, and streamlining of its subsidiaries consisting of more than 20 companies (2021-2022).
Representing PT Dayamitra Telekomunikasi (Mitratel) in its Rp16.488 trillion sale & leaseback transaction of 10,050 telecommunication towers of Telkomsel. It is the largest telco assets M&A transaction in Southeast Asia to date (2020-2021).
Representing Telkom as Mitratel’s majority and controlling shareholder in the strategic cooperation with Indonesia Investment Authority (INA) in relation to INA’s strategic investment in Mitratel’s IDR18.79 trillion initial public offering of shares which included innovative structuring for enhancement of corporate governance structure in Mitratel (2021).
Representing PT Perusahaan Pengelola Aset (Persero) (PPA), the specialized turnover state owned enterprise (SOE), as a minority shareholder with special right in PT Indosat Ooredo Tbk. (IO) in the USD6 billion merger of IO and PT Hutchison 3 Indonesia which created the second largest telecommunication company in Indonesia (2021).
Representing Mitratel in its acquisition of 798 telecommunication towers from Telkom via complex capital injection mechanism (2021).
Representing PT Multimedia Nusantara (TelkomMetra) in its acquisition of PT Teltranet Aplikasi Solusi, the joint venture company owned by Telkom Group and Telstra Group for the development of Network Application and Services Program for corporate clients, via complex debt restructuring (2021).
Representing Mitratel in its proposed acquisition of a fiber optic company with 7,700 km fiber optic network via pre-acquisition restructuring and complex acquisition scheme combining assets, business and share purchase (2021).
Representing Mitratel in its proposed acquisition of 900 km fiber optic assets from a local telecommunication infrastructure company (2021).
Representing Telkomsel in its additional USD300 million equity investment and conversion of its initial USD150 million hybrid securities in PT Aplikasi Karya Anak Bangsa (Gojek) following the completion of Gojek merger with Tokopedia Group, creating the largest Indonesian start-up group and a strong business collaboration between major players in the telco and digital world (2021).
Representing MDI as a leading investor in the USD65.5 million Series B investment in Tanihub Group, a major Indonesian agritech start-up (2021).
Representing Mitratel in the proposed sale & leaseback transaction of 4,100 telecommunication towers of PT Indosat Ooreedoo (IO) via competitive bidding (2021).

Speaker in webinar on “The 8th BRAVE FH UI” held by Faculty of Law, University of Indonesia (2022).
Speaker in workshop “Workshop Perdagangan Karbon pada Pembangkit Energi Baru Terbarukan (EBT)”, held by the Directorate General of EBTKE, the Ministry of Energy and Mineral Resources (ESDM), along with the Federal Ministry for Economy and Climate Protection (BMWK) of the German Government c.q. Deutsche Gesellschaft für Internationale Zusammenarbeit (GIZ) GmbH.
Speaker in international webinar on “Foreign Investment and the Latest Update of Indonesia Investment Laws” held by Stellex Law Firm, titled “Virtual Conference to Introduce Indonesian Investment Law” (2021).
Speaker in webinar on “Start-Up Establishment and Funding: A Practical Approach” held by ILUNI FHUI’s Alumni Class Festival (2021).
Speaker in webinar on “Penerapan Doktrin Business Judgment Rule dan Tanggung Jawab Perdata/Pidana Direksi dan Komisaris” for the senior management leaders of Mining Indonesia Group (Inalum, Antam, PTBA, TINS), held by Mining Indonesia Group (2021).
Speaker in webinar on “Penerapan Doktrin Business Judgment Rule dan Implementasi Surat Edaran Mahkamah Agung Mengenai Pengertian Keuangan Negara” for the Board of Directors of Indonesia Power Group, held by PT Indonesia Power (2021).
Speaker in webinar on “Penerapan Doktrin Business Judgment Rule dan Implementasi Surat Edaran Mahkamah Agung Mengenai Pengertian Keuangan Negara” for the Board of Directors of Pertamina Group, held by Pertamina Academy (2021).
Speaker in webinar on “Penerapan Doktrin Business Judgment Rule dan Implementasi Surat Edaran Mahkamah Agung Mengenai Pengertian Keuangan Negara” for the Board of Commissioners of Pertamina Group, held by Pertamina Academy (2021).
Speaker in webinar on “Restrukturisasi Hutang dan Korporasi di Era Pandemi – Tantangan dan Kesempatan”, held by UMBRA – Strategic Legal Solutions (2020).
Speaker in webinar on “Implementasi Ketentuan Keadaan Memaksa dalam Kontrak Konstruksi dan Ketenagakerjaan serta Tanggung Jawab Pelaku Usaha dari Sudut Pandang Perdata dan Pidana Terkait Pelaksanaan Bisnis Dalam Pandemi Covid-19”, held by UMBRA – Strategic Legal Solutions (2020).
Speaker in webinar on “Cross-Border Jurisdiction in the Implementation of Indonesia’s e-Court and e-Litigation”, held by Overseas Indonesian Student Association Alliance (2020).
Speaker in workshop on “Tantangan Implementasi Business Judgment Rule Dalam Aksi Korporasi Badan Usaha Milik Negara”, held for the Board of Directors and Board of Commissioners of PT Telkom Indonesia (Persero) Tbk. by UMBRA – Strategic Legal Solutions (2019).
Speaker in workshop on “Corporate Governance and Business Judgment Rule for Mining State-Owned Enterprise”, held for the Board of Directors and Board of Commissioners of PT Antam Tbk. by UMBRA – Strategic Legal Solutions (2019).
Speaker in workshop on “Corporate Governance and Business Judgment Rule for Mining State-Owned Enterprise”, held for the Board of Directors and Board of Commissioners of PT Antam Tbk. by UMBRA – Strategic Legal Solutions (2019).
Speaker in workshop on “Business Judgment Rule for State-Owned Enterprises Group Companies”, held for PT Indonesia Power and its Subsidiaries by UMBRA – Strategic Legal Solutions (2019)
Speaker in The Third National Mining Legal Seminar on “Foreign Investment in Mining Companies through IPO”, held by Coal Asia and Petromindo (2019).
Speaker in workshop on “Capital Market Financing Structures for Water Infrastructure Development”, held for PT Krakatau Tirta Industri by UMBRA – Strategic Legal Solutions (2018).
Speaker in national seminar on “Alternative Capital Market Financing Structures for Infrastructure Development”, held by UMBRA – Strategic Legal Solutions and Crowe Indonesia (2018).
Speaker in workshop on “Merger & Acquisition – Transaction Documents”, held for Telkom Group by UMBRA – Strategic Legal Solutions (2018)
Speaker in workshop on “Merger & Acquisition – Due Diligence and Structuring”, held for Telkom Group by UMBRA – Strategic Legal Solutions (2018).
Speaker in workshop on “Merger & Acquisition 101”, held for PGN by UMBRA – Strategic Legal Solutions (2017).
Speaker in workshop on “Practical and Commercial Aspects of Contract Drafting & Negotiation”, held for PT Sarana Menara Nusantara (Protelindo) by UMBRA – Strategic Legal Solutions (2017).
Speaker in workshop on “Corporate Compliance Issues for Indonesian Listed Companies”, held for Telkom Group by Baker & McKenzie (2016).
Speaker in workshop on “Common Issues in Merger & Acquisition Transactions”, held for Telkom Group by Baker & McKenzie (2016).
Lecturer in University of Indonesia (Legal Aspects in Economic Transaction) (2014-2016).
Lecturer in Gajah Mada University, International Program (Civil Law and Contract Law) (2013-2015).

Is the Conditionally Constitutional Doctrine Constitutional?, Indonesia Law Review Vol. 8, No. 1 (2018), Faculty of Law, University of Indonesia.
Indonesian Constitutional Court rules (again!) on Electricity Law, Baker & McKenzie Newsletter (Co-Author) (December 2016).
Perlindungan Hak Tersangka Dalam Perspektif Hukum dan Ekonomi (Protection of Suspects’ Rights in Law and Economics Perspective), Teropong Law Journal of the Faculty of Law, University of Indonesia (Special Edition on The New Draft of Indonesian Criminal Procedure Act) (2016).
Public Choice Theory dan Aplikasinya dalam Sistem Legislasi Indonesia (Public Choice Theory and Its Application in Indonesian Legislative System), Jentera Law Journal on Rule of Law edition (2015)
Litigasi Keuangan di Bidang Pasar Modal Dalam Tinjauan Hukum dan Ekonomi (Securities Litigation in Law and Economics Perspective), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (2014).
Special Purpose Vehicle Dalam Tinjauan Hukum dan Ekonomi (Special Purpose Vehicle in Law and Economics Perspective), Journal of Indonesian Corruption Watch (2013).
Penanaman Modal Asing Melalui Pasar Modal: Ketidakpastian Hukum yang Belum Tuntas Terjawab (Foreign Capital Investment through Capital Markets: The Unsettled Legal Uncertainties), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (Co-Author) (2013).
Pendekatan Hukum dan Ekonomi Terhadap Kejahatan Pemerkosaan (An Economic Analysis of Rape Crimes), Jentera Law Journal on Women and Law edition (2012).
Sukuk Law – An Indonesian Legal Perspective, Islamic Finance News Vol. 5, Issue 31 (Co-Author) (2008).
Penawaran Tender dan Beberapa Permasalahannya (Tender Offer and Its Various Issues), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (Co-Author) (2006).
Penerapan Good Corporate Governance: Mengesampingkan Hak-Hak Istimewa Demi Kelangsungan Usaha (Implementation of Good Corporate Governance: Waiving Special Rights for Pursuing Business Sustainability), book published by PT Prenada Kencana Media (Co- Author) (2006).