Worksheet and Assignments

SBM-ITB MBA Program Mohamad Mova AlAfghani
Business Law mova@alafghani.info

Work Sheet and Assignment http://lecture.alafghani.info

Worksheet and Assignments
Business Law
SBM-ITB MBA Program (Regular)

Note:
1. Worksheet and Assignment is not for grading purpose. It will be considered as a grading
element only when a student fail their final exam.
2. Submit assignments in pdf format to http://dropitto.me/movanet the password is
upload without the parantheses
3. Name your file with the following: Class_Name_Lecture
Example of file name: 40A_MohamadMova_Lecture01
4. Deadline for submission is on the date of final exam, BUT,
5. You have to work on your assignment and BRING them with you each time you attend the
classes
6. Assignments could be written in either Bahasa Indonesia or English

Lecturer: Mohamad Mova AlAfghani, SH, LL.M.Eur, PhD
email: mova@alafghani.info
twitter: movanet
skype: movanet
Lecture Blog: http://lecture.alafghani.info

MBA Programme

http://www.mba.itb.ac.id


Student Name:
Student ID/Matriculation Number:
Email Address:

Lecture 1: Good Governance and Corruption
Assignment (Home Work): Corruption Case Study
Print and Submit this after the Lecture Date

Choose between Hambalang or Beef Graft case
Analyze those cases and answer the questions below

1. Create a short summary of the case and explain (a) who the suspects/convicts are and (b)
what criminal charges are brought against them
2. Does the case involve gratification? If yes, towards who and provide explanation to justify
your answers
3. Does the case involve abuse of power/authority? If yes, explain whose power is abused,
how and in what capacity?
4. In what way has the case cause losses to state budget?
5. Beyond the legal charges, do you see any conflict of interest between the parties involved?


Lecture 1: Good Governance and Corruption
Assignment (Home Work):
Has Good Governance and Corruption Eradication Efforts Been a Success?
Bring this during Lecture. Submit This One week After the Lecture Date

1. State at least 5 facts to support the argument that good governance and corruption
eradication effort have been a success
2. State at least 5 facts to support the argument that good governance and corruption
eradication effort have been a failure
3. Analyze as to why you think good governance program have been a failure
4. Analyze as to why you think good governance program have been a success
5. The class will be divided randomly into two groups: success groups and failure groups.
Since you cannot chose which groups you would be in, prepare arguments for both groups.


Student Name:
Email Address:

Lecture 2: Employment and Labor Law
Assignment (Home Work) and Work Sheet: Role Playing Game; Mass Layoff
Materials: Read van Voss GJJH and Tjandra S, Bab-bab tentang hukum perburuhan Indonesia
(Pustaka Larasan 2012) Kasus 4 (PHK Massal)
Bring this on the Lecture Date.
Submit this one week after the Lecture Date

1. Divide yourself into three groups: government representative, labor union and company. If
you have not done so then at the end of Lecture 1, your lecturer will divide you into three
groups. All groups must have equal amount of members.
2. Conduct research as to the background of the case. Facts from the case will be used for your
negotiating position (see below)
3. Prepare a legal analysis to support your negotiating position (see below)
4. The government representative will act as a mediator to the case. They will be required to
write a report on the result of the mediation. The mediation report must be based on
prevailing laws and regulations.

Facts. Write down at least 10 facts surrounding the dispute to support your position
Legal Analysis. Write down (legal) analysis of the said facts which supports your position. If you
are a mediator, then your analysis must be neutral and fair.


Student Name:
Email Address:

Lecture 3: Alternative Dispute Resolution & Foreign Investment
Assignment and Work Sheet:
Group Discussion on Contract Analysis
Bring this on the lecture date. Submit one week after lecture date.

1. Basic Arbitration Knowledge
In the sample contract clauses below, discuss with your group and identify the:
a. Lex Arbitri
b. Situs Arbitri
c. Choice of Law
d. Choice of Forum
e. Procedural Rules

Related Materials: International Bar Association, IBA Guidelines for Drafting International Arbitration
Clauses (Adopted by a resolution of the IBA Council 7 October 2010 International Bar Association,
2010)

2. Case Study
Read Karaha Bodas Final Arbitration Decision [Karaha Bodas FinalArb.htm ] in dropbox and conduct
research as to the background and outcome of the Karaha Bodas Dispute.

Explain the following:
a. Chronology of the case
b. Parties involved
c. Cause of the dispute
d. Claims or demands of each parties
e. Lex Arbitri
f. Situs Arbitri
g. Choice of Forum
h. Judgement/Final Decision
i. Recent Development

3. Role Playing Game: The Karaha Bodas Arbitration
Go to your syndicates and divide into three: Representative of the Indonesian party, The Arbiters
and the Investors. The facts will refer to the actual case.

Contract 1

ARTICLE 11
DISPUTE RESOLUTION
11.1 Amicable Resolution
(a) Save where expressly stated to the contrary in this Agreement, any dispute, difference or
controversy of whatever nature between the Parties, howsoever arising under, out of or
in relation to this Agreement, including those arising with regard to acts, decision or
opinion of the Project Engineer (the "Dispute") shall in the first instance be attempted to
be resolved amicably in accordance with the procedure set forth in clause (b) below.
(b) Either Party may require such Dispute to be referred to the Secretary , TMC (or the
Person holding charge) and the Chief Executive Officer of the Concessionaire for the
time being, for amicable settlement. Upon such reference, the two shall meet at the
earliest mutual convenience and in any event within 15 days of such reference to discuss
and attempt to amicably resolve the Dispute. If the Dispute is not amicably settled within
15 (fifteen) days of such meeting between the two, either Party may refer the Dispute to
arbitration in accordance with the provisions of Article 11.2 below.

11.2 Arbitration
(a) Procedure
Subject to the provisions of Article 11.1, any Dispute which is not resolved amicably shall
be finally settled by binding arbitration under the Arbitration Act. The arbitration shall be
by a panel of three arbitrators, one to be appointed by each Party and the third to be
appointed by the two arbitrators appointed by the Parties. The Party requiring arbitration
shall appoint an arbitrator in writing, inform the other Party about such appointment and
call upon the other Party to appoint its arbitrator. If within 15 days of receipt of such
intimation, the other Party fails to appoint its arbitrator, the Party seeking appointment of
arbitrator may take further steps in accordance with Arbitration Act.
(b) Place of Arbitration
Development of Engineered Sanitary Landfill
Concession Agreement 42
The place of arbitration shall ordinarily be Thiruvananthapuram but by agreement of the
Parties, the arbitration hearings, if required, may be held elsewhere.
(c) English Language
The request for arbitration, the answer to the request, the terms of reference, any written
submissions, any orders and awards shall be in English and, if oral hearings take place,
English shall be the language to be used in the hearings.
(d) Enforcement of Award
The Parties agree that the decision or award resulting from arbitration shall be final and
binding upon the Parties and shall be enforceable in accordance with the Provision of the

Arbitration Act subject to the rights of the aggrieved parties to secure relief from any
higher forum.
11.3 Performance during Dispute
Pending the resolution of any Dispute, the Parties shall continue to perform their
respective obligations under this Agreement without prejudice to a final adjustment in
accordance with such resolution.


Contract 2
20.1 Mutual Discussions
In case any Dispute occurs, the Parties shall attempt in good faith to settle such Dispute by mutual
discussions between them held at the principal office of the Agency and beginning not later than
seven (7) Days after the receipt by one Party of a written notice from the other Party of the
existence of the Dispute.

20.2 Expert Proceedings

20.2.1 Referral of Disputes to Expert Panel
If a Dispute cannot be settled by mutual discussion within thirty (30) Days or such longer period as
may be agreed in writing by the Parties after the commencement of such discussions under Section
20.1, the Dispute shall be referred to the Expert Panel for determination.

20.2.2 Establishment and Operation of Expert Panel
(a) Not later than sixty (60) Days after the Signature Date, each Party shall nominate [number of
experts] independent experts comprising [selected expertise of Expert Panel] (the Expert Panel).
The Parties will agree on the panel of three (3) experts selected from the persons nominated by the
Parties. The Expert Panel shall be constituted and called upon only when required within thirty (30)
Days from receipt of a Party of the written notice of the other Partys decision to refer a matter to
the Expert Panel. If the Parties are unable to agree on the composition of the Expert Panel within
such thirty (30)-Day period, then either Party may request the International Chamber of Commerce's
International Centre for Expertise to appoint an expert.
(b) Decisions of the Expert Panel shall be made by simple majority vote of the members. The
members of the Expert Panel shall develop their own internal conduct and procedural rules based
upon principles of transparency, impartiality, and efficiency. Proceedings of the Expert Panel shall
not be required to follow the procedural laws related to arbitrations. The Expert Panel need not be
bound by strict rules of law where it considers the application thereof to particular matters to be
inconsistent with the spirit of this Agreement and the underlying intent of the Parties.
(c) All costs incurred in connection with the convening of the Expert Panel and the referral and
resolution of a Dispute before it, including reasonable compensation of the members of the Expert
Panel, shall be equally shared by the Parties.

20.2.3 Decisions of Expert Panel
Except as otherwise expressly provided in this Agreement, all decisions of the Expert Panel shall be
made within sixty (60) Days after the receipt by the Expert Panel of a request from either Party for a
decision pursuant to this Agreement, or by such later date as may be agreed by the Parties.
20.3 Arbitration
If a Dispute cannot be settled by mutual discussion within thirty (30) Days after the commencement
of such discussions under Section 20.1 and either:
(a) The Parties agree in writing to refer the Dispute to arbitration rather than to the Expert Panel, or
(b) There was fraud or manifest error in connection with the decision of the Expert Panel, then
either Party may submit such Dispute to arbitration in [ ] in accordance with the arbitration rules of

the United Nations Commission on International Trade Law (UNICTRAL) for the time being in force,
which rules are deemed to be incorporated by reference in this Agreement. The arbitration
proceedings shall be conducted in the English language. The Parties agree that the arbitrators may
apply equitable principles if they consider their application to particular matters to be consistent
with the spirit of this Agreement and the underlying intent of the Parties.
20.4 Expert Panel and Arbitral Award
All Expert Panel and arbitral awards shall be in writing and shall state the reasons upon which they
are based. The awards shall be final and binding on the Parties. The awards may include an award of
costs, including reasonable attorneys fees and disbursements. Judgments upon the awards may be
entered by any court having jurisdiction thereof or having jurisdiction over the Parties or their
assets.

20.5 Enforcement of Award
By execution and delivery of this Agreement each Party hereby accepts and consents to the
jurisdiction of the Expert Panel and arbitral panel and, solely for purposes of the enforcement of an
Expert Panel or arbitral award under this Section 20, to the jurisdiction of any court of competent
jurisdiction, for itself and in respect of its property, and waives in respect of both itself and its
property any defense it may have as to or based on sovereign immunity, jurisdiction, improper
venue, or inconvenient forum. Each Party hereby irrevocably consents to the service of any process
or other papers by the use of any of the methods and to the addresses provided for the giving of
notices in Section 22.1. Nothing herein shall affect the right of any Party to serve such process or
papers in any other manner permitted by law.

20.6 Continuing Obligations
Pending settlement of any Dispute pursuant to this Section 20, the Parties shall continue to comply
with and perform their obligations under this Agreement without prejudice to a final adjustment in
accordance with a final award rendered by the Expert Panel or arbitral panel in accordance with this
Section 20.

20.7 Exclusive Procedure for Resolving Disputes
This Section 20 sets forth the sole procedures for resolving any Dispute between the Parties, and
neither Party may commence or maintain any suit or legal or equitable proceeding concerning a
Dispute until the Dispute has been determined in accordance with the arbitration procedure
provided for in this Agreement, and then only to enforce or facilitate the execution of the award
rendered in such arbitration. The Parties agree to waive, to the maximum extent permitted by Legal
Requirements, the right of appeal to a court of law.


Contract 3
The parties understand that they would have had a right or
opportunity to litigate disputes through a court and to have a judge
or jury decide their case, but they choose to have any disputes
resolved through arbitration.

We agree that any claim or dispute between us, and any claim by either
of us against any agent, employee, successor, or assign of the other,
including, to the full extent permitted by applicable law, third parties
who are not signatories to this agreement, whether related to this
agreement or otherwise, including past, present, and future claims and
disputes, and including any dispute as to the validity or applicability of
this arbitration clause, shall be resolved by binding arbitration
administered by the National Arbitration Forum under the Code of
Procedure in effect when the claim is filed. The Code of Procedure
and other information, including a fee schedule, may be obtained from
the National Arbitration Forum website (www.adrforum.com) or by
calling 800-474-2371. Claims may be filed with the National Arbitration Forum via U.S. mail to P.O.
Box 50191, Minneapolis, MN 55405-0191.

We are entering into this arbitration agreement in connection with a
transaction involving interstate commerce. Accordingly, this
arbitration agreement and any proceedings thereunder shall be
governed by the Federal Arbitration Act (FAA), 9 U.S.C. 1-16.
Any award by the arbitrator(s) may be entered as a judgment in any
court having jurisdiction.


Student Name:
Email Address:

Lecture 4: Critical Issues in Business Law

Syndicate Presentations/Discussion
No need for powerpoints, just talk
Syndicate Topic
1. Birth of corporation, history and development, purpose, legal
personality/limited liability; Establishment in Indonesia, capital and organ
2. Corporate restructuring and reorganization: merger, acquisition,
consolidation, demerger, vertical vs horizontal mergers
3. Hostile Takeovers, Dissolution, Liquidation,
4. Corporate Governance: Purpose, Shareholders Oppression, Stakeholder vs
Shareholders Approach
5. General Content of Cadbury Report, General Content of OECD Corgov 2004,
Functions of Non Executive Directors/Independent Directors, Two Tier vs One
Tier System, Corporate Governance in Indonesia failure or success
6. Business and Human Rights: Externalities (what it means, how they occur and
how to internalize externalities), Ruggie Reports, Torts and Human
Rights/Doe vs Unocal

Work Sheet: The Corporation (Documentary)
We will discuss this in class. Submit One Week After The Lecture Date

1. Do you think corporations are evil? Why or why not?
2. Can and should-- shareholders be held accountable for corporate wrongs?
3. Do you think good corporate governance can help mitigating environmental and human
rights problem caused by corporation?
4. How can regulatory frameworks mitigate or prevent environmental and human rights
abuses by corporation?
5. Will corporations obey the law? Under what conditions will corporations disobey the law?
6. Do you agree with Bakans view that corporation if they are a human being would be
pathological?
7. What is wrong with the present good corporate governance system? What are the ways to
make it better?


Student Name:
Email Address:

Lecture 5: Environment and Extractive Industries
Please bring to the class and submit one week after the lecture date.
Case Study: Mining in Newmont Batu Hijau

Instructions: Feel free to browse and research mining activities and company-stakeholder
relationship in Newmont Batu Hijau and subsequently apply your findings in the case study.
Materials:
Welker MA, Corporate security begins in the community: Mining, the corporate social
responsibility industry, and environmental advocacy in Indonesia 24 Cultural Anthropology 142

1. Do you find any incident of tailings or environmental incidents in regions affecting Newmont
Batu Hijau Site?
2. What information should the local stakeholders have in relation to the mining activities and
what legal avenues are available in accessing such information?
3. Explain about the notion of corporate security. Why do corporate security matters? What
is the best way to achieve corporate security?
4. In Walkers paper, how do you perceive the relationship between locals and the mining
company?

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Business Law mova@alafghani.info

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