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Yulchon advised KB Kookmin Bank on its acquisition of PT Bank Bukopin Tbk, an Indonesian bank

2020.09.02.

Yulchon successfully advised KB Kookmin Bank (“KB”) in its eventual acquisition of a 67% interest in PT Bank Bukopin Tbk (“BBKP”), an Indonesian bank.

 

Yulchon provided full legal support to KB in the course of the transaction, including in its discussions with the existing largest shareholder, supporting the procedures for obtaining the required governmental approvals from the Korean and Indonesian financial authorities, structuring the transaction, conducting legal due diligence, drafting and reviewing transaction documents, and assisting KB and KB Financial Group’s board and other internal approval bodies . In particular, as the transaction was an acquisition of the management control of a foreign financial institution by a Korean financial institution, and was required to proceed in an expedited manner against the backdrop of the COVID-19 pandemic while also having to implement multiple capital increases, it was critical to carefully coordinate the governmental approval procedures in Korea and those in Indonesia. Yulchon was able to successfully assist KB in consummating the transaction by promptly proposing solutions and alternatives while closely consulting with the financial authorities of each jurisdiction.

 

BBKP is a mid-sized bank in Indonesia, ranked 18th by asset size, and is listed on the Indonesia Stock Exchange. With a total of 412 branches in Indonesia, BBKP has individuals and small and medium-sized enterprises as its main customer base.

 

Indonesia, in principle, prohibits a foreign financial institution from acquiring more than a 40% interest in an Indonesian bank and allows such acquisition only if certain requirements are satisfied (e.g., the acquisition of multiple banks). However, KB was able to secure the management control of a single Indonesian bank over a short period of time through meticulous coordination with the Indonesian government (including the financial authority), the major shareholders of BBKP and other interested parties.