Nazly Parlindungan Siregar

Lawyers

 

 

Nazly is a senior tax advisor in international tax and transfer pricing with Assegaf Hamzah & Partners in Jakarta, Indonesia. She was previously an international tax partner in a Big Four accounting firm in Jakarta, Indonesia with Southeast Asia coverage and headed the Chinese Practice Group for tax in Indonesia.

Nazly commenced her career in the US after completing her undergraduate degree in commerce with major in accounting at Santa Clara University and went on to finish her graduate study in taxation at Golden Gate University and eventually earned her Certified Public Accountant to practice public accounting from the State of California.

Nazly garnered invaluable experience working in San Francisco for over 8 years dealing mostly with Silicon Valley’s high-tech and bio-tech companies, both mature and start-ups. The issues were quite similar namely IPO, IPO readiness, pricing valuation of royalty and stock options, foreign tax credits, intangible migration and Controlled Foreign Corporation regime. She continued her international exposure by accepting an opportunity to work in London for almost 3 years. In London, she worked mostly with investment banks, private equities, hedge-funds and venture capitalists. This time around, the issues she faced were taxation on complex derivatives, IPO, cross-border acquisitions and joint ventures for US shareholders, capital gains on share divestments and complex lending arrangements using various debt instruments.

After the global financial crisis in 2009, she decided to return to her hometown of Jakarta and started collecting her Indonesian tax experience.

Experience

Nazly is an international tax and transfer pricing specialist with Assegaf Hamzah & Partners in Jakarta, Indonesia which includes cross-border M&A, business model optimization and international tax advisory. She has an extensive international tax experience, having worked at Big Four accountings firms in the United States and the United Kingdom for more than 10 years before returning home in 2009.

Nazly focuses on foreign Multi-National Companies, private equities, hedge funds and venture capitalists with their investments into Indonesia, from structuring the acquisition and financing plans, business restructuring and supply chain management to providing post-acquisition tax planning strategy and postmerger integration. In addition, Nazly is also proficient in international tax outbound scenarios in which Indonesian investors invest overseas. The issues associated with the outbound scenarios are profit repatriation strategy, anti-deferral regime under controlled foreign corporations rules and exit planning.

Nazly has represented foreign investors from the US, the UK, continental Europe and Asia Pacific and has helped Indonesian investors with their investments in the US, Southeast Asia and Australia.

Nazly is often invited by the Indonesia’s Director General of Tax to provide her technical analysis on international tax matters including 2016’s key note speaker on Taxation on Trust conducted by the Indonesian Chartered Accountants Association.

A native Indonesian with western education and training, Nazly can communicate seamlessly with both western corporate executives and the Indonesian Tax Authority.

Qualifications

  • International Merger, Acquisition and Joint Venture
  • IPO readiness and Pre-IPO strategies such as tax-neutral merger, tax-neutral spin-off and tax-neutral share dilution
  • Cross-border transfer pricing including royalty, interest and profit margin determination
  • Lending arrangements using variety of debt instruments
  • Tax structuring for oil and gas, energy, construction and utility companies in form of, among others: PSC, EPC, CoW and PPA

Memberships/Directorships

  • Member of International Fiscal Association
  • Member of European Chambers of Commerce, Jakarta Chapter
  • Independent Commissioner of Sequis Life Insurance

Publications

  • "Taxation of Trade Representative Office" - published by Asia Pacific Tax Bulletin, International Bureau Fiscal Documentation in September/October 2014 Edition
  • "Thin Capitalization and Secondary Adjustment" - published by Asia Pacific Tax Bulletin, International Bureau Fiscal Documentation in September/October 2013 Edition

Recognition, Accolades & Awards

  • Noted Indonesian International Tax Partner - by International Tax Review, September 2014
  • Noted Indonesian International Tax Partner - by International Tax Review, September 2013
  • Winner of 2012 PwC Experience from Indonesia - by PwC Asia Pacific for the best client services

Transaction Experiences (strictly 2009 onwards)

Cross-border Merger, Acquisition and Joint Venture

  • Advising on tax structuring and financing structure for Swedish and Malaysian private equities in their investments in an Indonesia’s hospital chain company from capital structure, repatriation of profit strategy and exit planning strategies including IPO, outright sale and liquidation
  • Advising on tax implications of property developing company from the choice of jurisdiction, the repatriation of profit, loan arrangement to exit strategy for a Japanese property developing company
  • Advising on tax structuring to a Beijing-based Chinese conglomerate in their investments into Indonesia’s shopping mall complex which consisted of luxury hotel, apartment units and department stores.
  • Advising on tax structuring, business model optimization on the usage of vouchers, customers loyalty points and membership in lieu of conventional payment for a US hotel chain company for their 3 hotels in Java and Bali
  • Advising on taxation in real estate developing company including local strata title sale v. assets sale, ownership model and future exit for Hong Kong property company
  • Advising on tax-efficient strategy on various divestments in Indonesian hotels, Indonesian mining companies and Indonesian beverage company

Capital Market, Banking, Financial Services, Lending Arrangement and Debt Restructuring

  • Advising on tax-free mergers of two Indonesian banks subsidiaries of two Korean banks
  • Advising on feasibility of financing arrangement via collaterized deposit for Hong Kong telecommunication company
  • Advising on taxability of profit made by an offshore entity on assumption of Indonesian debts from an Indonesian lender for a large Hong Kong telecommunication company
  • Advising on cross-border leasing for state-owned airline company including the use of holding company and its treaty applicability
  • Advising on IPO readiness for a large Indonesian conglomerate including but not limited to elimination of entities through spin-off, merger and split-up

Business Restructuring, Supply Chain Optimization and Transfer Pricing

  • Advising on tax structuring and supply chain management for a Swiss cocoa plantation and manufacturing company on its investment in Indonesia including proposed capital structure and tax optimization in export savings
  • Advising on supply chain management and business restructuring for a UK manufacturing company and its Indonesian subsidiary, taking the Indonesian subsidiary from a licensed manufacturing to contract manufacturing
  • Advising on tax structuring, business model optimization on the usage of vouchers, customers loyalty points and membership in lieu of conventional payment for a US hotel chain company for their 3 hotels in Java and Bali
  • Advising on tax structuring, financing structure and supply chain management for a Japanese cosmetic company to set up an Indonesian subsidiary as limited risk distributor
  • Advising on supply chain management and business restructuring for a Japanese pharmaceutical company and its Indonesian subsidiary, taking the Indonesian subsidiary from a licensed manufacturing company to toll manufacturing company
  • Advising on supply chain management and business restructuring for a Belgian manufacturing company and its Indonesian subsidiary, taking the Indonesian subsidiary from a fully-fledged manufacturing company to contract manufacturing

Oil, Gas, Energy and Infrastructure

  • Advising on Engineering, Procurement and Construction taxation for two European construction companies with their contract with PGN including the taxation for their expatriates
  • Advising on tax implication of joint operation (“KSO”) for a European consortium with their contract with Pertamina including the taxation for their engineers
  • Advising on tax-efficient strategy on Production Sharing Contract (PSC) between BP Migas and three European oil companies with the use of a SPC and advising on the tax implication of direct and indirect sale of PSC and the tax liabilities for Permanent Establishments with and without the treaty
  • Advising on Tianjin-based Chinese energy company in their divestment in 3 Indonesia’s palm oil plantation companies. Exit strategies include assets sale versus shares sale, termination of related party debt, and the use of tax losses
  • Advising on Tianjin-based Chinese mining company in their sale of PSC including the determination of the selling entity and the impact on the Branch Profits Tax

 

AREAS OF PRACTICE

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    Capital Markets

    As a full-service firm, we do a broad range of transactions covering the entire spectrum. Many are high profile and cement our position as a top-tier firm, including global equity offerings in reliance on Reg. S/Rule 144A, private placements, rights issues and other share-related offerings, such as convertible and exchangeable bonds. We also frequently advise on foreign offerings by issuers having significant interests in Indonesia, bond issuances under global offering rules, mergers, acquisitions, combinations of acquisitions and IPOs, consent solicitations and exchange offers of debt instruments listed on the Indonesia Stock Exchange or offshore. more »

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    Banking & Finance

    We are a leading force in the Indonesian banking & finance sector, advising on all manner of structured financing transactions, from simple secured or unsecured bilateral lending to multifaceted and complex credit facilities. We handle syndicated, club and bilateral loan documentation; project finance; property finance; acquisition finance; securitization and structured finance; regulatory and compliance issues; banking documentation and legal due diligence reporting. more »

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    General Corporate/M&A

    Our General Corporate/M&A practice provides advice on corporate governance, compliance, negotiating and drafting agreements, transaction structure, management and succession, legal due diligence reporting, formation of new entities, preparation of internal corporate documents and approvals, and completion of regulatory filings. With a wealth of experience amassed over the years in a wide variety of industries, we are strategically placed to provide you with everything you need to satisfy your corporate or M&A needs. more »

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    Debt & Corporate Restructuring

    We offer a full range of services in the debt & corporate restructuring arena, including advice on capital reduction, recapitalization and rescue schemes, financial sector takeovers, global asset recovery measures, mergers, creation of new entities, compromise schemes, demergers, buyouts, preparing documents and agreements, and ensuring statutory and regulatory compliance. As an AHP client, you will benefit from the unparalleled expertise gained by many of our senior lawyers as advisors or counsel to the Indonesian Bank Restructuring Agency (IBRA), which restored the country’s banking sector to health in the wake of the Asian financial crisis of 1997/98. more »

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    Foreign Direct Investment

    As an Indonesian law firm, we are obviously very much at home in our own jurisdiction, and so are able to make you feel at home as well. We know how things work in Indonesia, and have excellent relations with all the relevant government and regulatory agencies. We advise on the establishment of foreign investment companies, permanent business establishments, subsidiaries and joint ventures under the Indonesian FDI regime, merger & acquisition issues, foreign ownership caps, manpower issues, regulatory and environmental compliance, land acquisition, taxation matters -- in fact, everything you will need to get your venture off the ground and to keep it running smoothly throughout the investment lifecycle. more »

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    Competition Law

    We are widely recognized as being at the forefront of competition law in Indonesia, a rapidly developing field in which we have been instrumental in securing a number of ground-breaking judicial precedents in recent years. We consistently focus on the practicality and commerciality aspects, and combine legal expertise with in-depth experience across a wide range of industries so as to support the achievement of your strategic goals. more »

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    Dispute Resolution

    AHP has a very strong litigation team made up of one partner and 15 associates, all of whom are licensed advocates. We regularly represent clients in tort, contract, employment, internal corporate fraud, real estate, trademark and intellectual property disputes, to name but a few, with our primary focus being on commercial disputes. In the arbitration field, we have developed a formidable reputation for expertise and successful outcomes with the result that AHP advocates regularly appear before the Indonesian National Arbitration Board (BANI), as well as overseas arbitration bodies, such as the Singapore International Arbitration Centre. more »

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    Energy, Oil and Gas

    Our Energy, Oil and Gas practice provides top-quality legal advice and transactional support to domestic and international companies operating in the oil and gas, geothermal and renewable energy sectors. As a relatively compact firm, we are able to offer advice across the entire range of practice areas, thereby allowing us to deliver outstanding legal and commercial results for our clients in a practical and cost effective way. more »

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    Projects & Natural Resources

    As an Indonesian law firm, we know our country, our regulatory environment and our governmental system. Armed with this knowledge, we have garnered a wealth of experience down the years guiding both domestic and international companies through areas that are often fraught with competing interests and controversy. This experience provides us with the expertise and breadth of vision needed to ensure successful outcomes for your business objectives. In doing so, we offer a comprehensive suite of services, all of which dovetail seamlessly one with the other so as to provide holistic solutions to all your legal needs. more »

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    Telecommunications & Media

    Indonesia has seen exponential growth over the last decade in both the telecommunications and media sectors -- both areas in which AHP is in the vanguard of legal development. Besides having a professional interest in the two sectors, all of our lawyers in the T&M practice share a genuine passion for what they do and are therefore able to offer a combination of solid technical legal knowhow and an excellent understanding of the industries, the technical aspects, the principal factors at work, and the key players in Indonesia. more »

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    Real Property

    We offer a full range of real property services, including assisting with purchase and sale agreements, leasing agreements, title searches and registrations, conveyancing, and real property dispositions and bequests,.We also provide effective and reliable advice on the complex rules governing property ownership by non-nationals in Indonesia, an area of the law that is set for liberalization in the near future. more »

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    Intellectual Property

    Our IP practice offers trademark, copyright, patent and design searches and registration, and regularly mounts successful challenges on behalf of clients against decisions of the trademark authorities. Our IP associates are all members of key associations and are frequently engaged to speak at international events as recognized leaders in the field. Combing cutting-edge expertise and a high level of commercial acumen, we take pride in our results and a high level of customer satisfaction, and do our utmost to help ensure the protection of your rights and your peace of mind. more »

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    Islamic Finance

    At AHP, we understand Islamic finance and have been in the vanguard of the sector’s rapid expansion and development in Indonesia. With an in-depth understanding of the religious and conventional legal principles that underpin the Shariah sector, we believe we are uniquely well-positioned to offer expert and innovative advice on how to conduct any transaction in a Shariah-compliant manner, and to provide the kind of end-to-end solutions that you need. more »

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    Shipping & Aviation

    As an archipelagic nation, the shipping and aviation industries are of the utmost importance to the Indonesian economy. To accommodate the needs of ship owners, charterers, and marine insurers, we provide advice on all aspects of shipping law, including ship finance & security, sale and purchase, disputes arising out of charter parties, bills of lading, insurance, and collisions, and all other admiralty matters, while in the aviation sector, we assist with aircraft financing, sale and purchase, statutory obligations related to aviation, aviation safety and the aftermath of aviation accidents. more »

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    Labor Law

    We have a outstanding record in representing both individuals and corporations in employment matters, and in general advisory work on the complex rules governing the employment of expatriates in Indonesia. On the litigation front, we are frequently called upon to advise in cases involving internal fraud and embezzlement, and on the remedies available to employers. We also offer expert advice on employee compensation and incentive schemes (stock options, benefits, allowances), the employment implications of mergers, acquisitions and amalgamations, and the rights and benefits available to employees upon termination. more »

Assegaf Hamzah & Partners