Presentation on theme: "The Principles of Business Contract Drafting FHUI, Second Semester 2012 4 September 2012 Arief Surowidjojo."— Presentation transcript:
The Principles of Business Contract Drafting FHUI, Second Semester September 2012 Arief Surowidjojo
Historical Purposes of Business Contract Drafting Rules of business transactions are complied in written and even codified laws, court precedence, bilateral and multilateral agreements, international conventions, rules adopted by commerce organizations, written best practices, and others, depending on the legal system adopted by a country Regardless how rigorous all such rules are defined, written, made applicable and enforced, business transactions are developed following changes in the laws, regulations, public policies, court precedence, politics, types of transaction, positioning of the parties, form of business organizations, moral and ethics, and influence from civil society and stakeholders, advancement in technology, market requirements, etc Business sectors require meticulous protection due to the gap created by the fast-moving business practices and available legal tools and back-ups
Historical Purposes of Business Contract Drafting Business sectors require comprehensive and strong protection due to the gap created by the fast-moving business practices and available legal tools and back-ups The protection required by business sectors needs to be obtained in the forms of effective and enforceable exchange of intent and communication, agreements, supporting documents, media strategy, public communication, government supports, stakeholders supports, changes in laws, regulations and government policies, and in any other forms universally recognized
Catching up with the new trend The new business models, forms of cooperation, models of corporations, intervention of states in business sectors, geo-politics, and new best practices require more adjustments in the way people do business Economic/monetary crisis, restructuring/reorganization, and how the world reacts against the destruction in society, morals and ethics complicate also rapid changes in the way people do business Environmental destruction, global warming, food scarcity, lack of energy supplies, lack of capitals, and new technology, corruption and bad governance add to the adjustments to be made to positioning of people, corporations and states
Catching up with the new trend What needs to be done by the business sectors Mapping the region, country and corporate positioning Mapping the market: whose market is it now Financing availability Resources availability: natural resources, human resources, technology, infra structure, and legal, political, and social systems Increasing governance level to world class Ability to manage the process Success rate in delivering the results
Catching up with the new trend What needs to be done by the business sectors Sample of new approach to contract drafting A state-owned mining company that operates in Central Kalimantan holds several coal mining licenses issued by the Central and Local Governments. The coals, due to local geographic conditions, could only be transported to the nearest ports only 8 months in a year. Some of the licenses are threatened to be revoked by the Local Government due to lack of capacity in commencing all mines at once. The Mines overlap with protected forests. The banking industry in the developed countries have started limiting their financial facilities due to European crisis. The Japanese markets, being its traditional markets, started to buy the same products from Latin Americas. The company is designed to produce electricity to business and public in Central Kalimantan. The Bupati who issued the mining licenses is being indicted by KPK.