LETTERHEAD OF OTTO CORNELIS KALIGIS & 1

ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

LAWSUIT
FOR UNLAWFUL (TORTIOUS) CONDUCT

IN A CASE BETWEEN

PT DEXTAM CONTRACTORS ………………………………………………………………………… PLAINTIFF

VERSUS

SHIMIZU CORPORATION ………………………………………………………………………… DEFENDANT I

BANK OF TOKYO ………………………………………………………………………………......... DEFENDANT II

PT GOFRI MEGAH TIARA ………………………………………………………………… CO-DEFENDANT I

GOVERNOR OF THE D.K.I. JAKARTA PROVINCE …………………………… CO-DEFENDANT II

Jakarta, 6 May 2013

No. 607/OCK.V/2013

To
The Head of the District Court of Central Jakarta
at the District Court of Central Jakarta
Jalan Gajah Mada No. 17
Jakarta Pusat

Dear Sir,

We, OTTO CORNELIS KALIGIS & ASSOCIATES, with our office at Jl. Majapahit No. 18-20,
Kompleks Majapahit Permai Blok B. 122-123, Jakarta Pusat, based on a special power of attorney No.
111/OCK.V/2013 dated 2 May 2013 (as attached), acting for and on behalf of:

PT DEXTAM CONTRACTORS, with its address at Mid Plaza II Building, 4th floor, Jalan Sudirman Kav.
10 – 11, Jakarta Pusat in this matter represented by Henry Pascal Tampubolon acting as Director of PT
Dextam Contractors hereinafter will be referred to as the PLAINTIFF;
The PLAINTIFF in this matter elects its legal domicile at the office of its legal attorney as stated above.

That furthermore, PLAINTIFF will file a Lawsuit for Unlawful Conduct (Tort) against:

SHIMIZU CORPORATION, with its address at Shimizu Corporation Head Office No. 16-1, Kyobashi 2-
Chome, Chou-ku, Tokyo 104-8370 Japan, with its representative domiciled at Mid Plaza Building, 5th floor,
Jalan Sudirman kav. 10 – 11, Jakarta Pusat, hereinafter will be referred to as DEFENDANT I.

Because the Defendant is domiciled overseas, pursuant to Article 118 paragraph (3) HIR (Note: the
Indonesian Civil Procedure Code for Java and Madura) which determines that a lawsuit is to be filed at the
District Court where the Plaintiff is domiciled, therefore the Plaintiff requests that the summons is made
through the Directorate General of Protocol at the Ministry of Foreign Affairs in order to summon the
Defendant who is located overseas;
LETTERHEAD OF OTTO CORNELIS KALIGIS & 2
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

BANK OF TOKYO, with its address at Mid Plaza II Building, 1st floor, Jalan Jend Sudirman Kav. 10 – 11,
Jakarta Pusat (Bank of Tokyo – Mitsubishi Ltd, Bank Representatives), hereinafter will be referred to as
DEFENDANT II;

PT GOFRI MEGAH TIARA, domiciled in Jakarta, having its address at Gofri Megah Tiara Building, Jl.
Wijaya I No. 5, Kebayoran Baru, Jakarta Selatan, DKI Jakarta, in this matter represented by Dr. Ir. G.M.
Tampubolon acting as President Director, therefore validly and legally authorized to act for and on behalf
of PT Gofri Megah Tiara, hereinafter will be referred to as CO-DEFENDANT I;

THE GOVERNOR OF THE D.K.I. JAKARTA PROVINCE, Mister Joko Widodo, domiciled in Jakarta,
with its address at Jalan Medan Merdeka Selatan No. 8-9, Jakarta Pusat, hereinafter will be referred to as
CO-DEFENDANT II;

We have filed this Lawsuit for Unlawful Conduct (Tort) as aforementioned according to the following
basis:

I. GROUNDS FOR THE LAWSUIT

1. Whereas the PLAINTIFF is a joint venture company which operates in the field of construction
and development according to the Deed of Establishment No. 60 dated 18 February 1974 based
on the law of the Republic of Indonesia and has obtained permits from the Capital Investment
Board of Indonesia (BKPM) No. 4/VI/PMA/70 and No. 267/T/Pa/1990;

2. Whereas the DEFENDANT I is a foreign company which operates in the field of construction
and development and is established based on the laws of Japan;

3. Whereas the DEFENDANT II is a foreign company which operates in the field of Banking and
is established based on laws of Japan and is conducting business in Indonesia;

4. Whereas the PLAINTIFF and the DEFENDANT have signed a Joint Venture Agreement for a
period of 30 years such that the said joint venture will expire in 2004 as stated in the Basic
Agreement dated 27 September 1973;

5. Whereas pursuant to a the Deed Statement of the Meeting Resolution regarding the Amendment
of the Articles of Association No. 34 dated 12 October 1999, the Defendant is a shareholder of
the PLAINTIFF amounting to 49% (foreign) and the CO-DEFENDANT I is a 51% Shareholder;

6. Whereas the PLAINTIFF has collaborated with the DEFENDANT I in a variety of construction
projects since 1974 – 2004;

7. Whereas since 1978, as the management of the PLAINTIFF was taken over by the
DEFENDANT I due to the losses incurred in the Padang project, the positions of the Finance
Director and Engineering Director have been replaced by representatives from the
DEFENDANT I, therefore from that moment, the entire operations of the company was fully
under the control of a foreign party, namely the DEFENDANT I;

8. Whereas in addition to the replacement of the Finance Director and the Engineering Director,
evidently the position of Operational Director was also replaced, this shows that the
DEFENDANT I contributed in the running of the PLAINTIFF as a company;
LETTERHEAD OF OTTO CORNELIS KALIGIS & 3
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

9. Whereas in a construction company, the competitiveness of a construction company is

determined by possession of engineering technology and the control over financial management,
therefore by controlling such positions it can be said that the DEFENDANT I is also responsible
for the operation of the company;

10. Whereas the change in management that was conducted by the DEFENDANT I was supported
with the agreement that the DEFENDANT I promised that the PLAINTIFF will not experience
losses, and if the PLAINTIFF was to experience losses that the DEFENDANT I will be solely
responsible;

11. Whereas the PLAINTIFF and the DEFENDANT I have created a joint bank account at the
DEFENDANT II, where it is regulated that in order to conduct a transfer, signatures from both
the PLAINTIFF and the DEFENDANT I are required to prevent there being an Alteration of
Limit;

12. Whereas it is evident as the company progresses, from the profit growth in 1990 until 2002, there
has been a decrease in profits from an average rate of 5% to 0% even losses, thereby causing the
PLAINTIFF to suspect that there was an Alteration of Limits on the transfers made by
DEFENDANT I which process must be conducted through the DEFENDANT II;

13. Whereas in this matter the DEFENDANT II processed the said transfer without the knowledge
of the PLAINTIFF, on 24 December 2003 the DEFENDANT II had received a letter from the
President Director of CO-DEFENDANT I requesting to limit expenditures by mandating there
being signatures from both parties (President Director and Finance Director);

14. Whereas initially, signatures for cheques could only be made by the Finance Director nominated
by the DEFENDANT I for amounts with a nominal value below USD $200,000. Nevertheless,
DEFENDANT II still endorsed several cheques containing only one signature with the reason
that this has been the instruction of the Finance Director of the DEFENDANT I since the year of
2004. This action violated the provisions which have been set based on Letter from BOT dated 7
June 2004 No. DJK/CBD-2/032/2004;

15. Whereas based on the observation of the local partner that eventually there was a suspicion of
constant fund transfers in the amount of 4% plus 1.2% of the annual sales turnover, totaling to
5.2%, which has been evidenced by the Letter of the DEFENDANT I dated 31 October 2003
which states that the DEFENDANT I has taken Maruko Keihi and Eigyousyo Keihi since the
year of 1998;

16. Whereas the PLAINTIFF has made efforts to request for an explanation from the
DEFENDANT II acting as the party who partook the transfer process, as evidenced by the
correspondences;

17. Whereas the fact of the taking of Maruko Keihi and Eigyousyo Keihi by the DEFENDANT I was
supported by the company’s financial report for the year 2002 prepared by the Auditor “DeLoite”
which was jointly appointed by the PLAINTIFF and the DEFENDANT I. The result of such
report states that accumulatively since 1990 until 2002, moneys in the amount of US$ 37,000,000
LETTERHEAD OF OTTO CORNELIS KALIGIS & 4
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

(thirty seven million United States Dollars) have been transferred to the bank account of the
DEFENDANT I which value is a small portion of the PT Dextam-Joint operation project;

18. Whereas the majority of the projects with a value of above US$5,000,000 (five million United
States Dollars) where the PLAINTIFF was not involved, therefore in the bookkeeping
administration of such projects it was not within the reach of or it is not detectable by the Auditor,
therefore it may be reasonably suspected that in the project there were other Maruko Keihi and
Eigyousyo Keihi expenses that were used without the PLAINTIFF’s authorization (for example:
Exor Balongan Project which was estimated to be valued above US$ 800,000,000 (eight hundred
million United States Dollars, etc));

19. Whereas the Auditor Deloite has discovered the transfer of funds dated 13 August 2002 and 28
November 2002 being performed in one day in the form of several cheques amounting to US$
81,282 (eighty one thousand two hundred eighty two United States Dollars) in order to avoid the
provisions of the agreement whereby cheques above Rp 200,000,000 must be jointly signed;

20. Costs that have been expended by the DEFENDANT I without the knowledge and approval of
the PLAINTIFF and undertaken unilaterally, whereby it should have been that if there is an
expense fee, the transfer process must be based on the approval of and performed by both parties
(signed by 2 (two) out of 3 (three) directors). The said transfers were done unlawfully by the
DEFENDANT;

II. THE DEFENDANT HAS CONDUCTED AN UNLAWFUL CONDUCT (TORT) BY

PERFORMING THE TRANSFERS WITHOUT THE AUTHORIZATION OF THE
PLAINTIFF.

1. Whereas the mistakes and negligence by the DEFENDANT I who intentionally performed the
unilateral transfer of Maruko Keihi and Eigyousyo Keihi through the Bank of Tokyo without the
knowledge and consent of the PLAINTIFF falls under the category of an unlawful (tortious)
conduct as regulated in Article 1365 of the Civil Code jo. (note: in conjunction with) Article 1366
of the Civil Code;

2. Whereas under Article 1365 of the Civil Code it is stated as follows:

“An individual who commits an unlawful act which causes losses to another party shall oblige the
person who due to his fault has caused such losses to compensate for the loss thereof.”

Elements of the unlawful (tortious) conduct as stated in Article 1365 of the Civil Code are as
follows:
- Existence of an unlawful (tortious) conduct or violation of the principles of decency, diligence
and prudence ;
- Existence of losses (damages);
- Existence of a causation relationship (cause and consequence) between the unlawful
(tortious) conduct and the loss (damage).

According to Arrest 1919 (the Lindenbaum Cohen case), action or inaction is an unlawful
(tortious) conduct if:
a. there be a violation of another person’s rights;
b. violation of the legal obligations of the performer;
LETTERHEAD OF OTTO CORNELIS KALIGIS & 5
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

c. violation of moral ethics; or

d. violation of the applicable decency within the societal norm towards oneself or the property
of others;

3. Whereas in addition to the legal responsibility for the breaches as stipulated in Article 1365 of the
Civil Code, Article 1366 of the Civil Code also regulates the legal liability for negligence which
states as follows:

“An individual shall be responsible, not only for the losses (damages) which he has caused by his
action but also for that which was caused by his negligence or carelessness.”

Elements of the aforementioned unlawful (tortious) conduct have been fulfilled by

DEFENDANT as follows:

A. Unlawful (Tortious) Conduct as a Result of the DEFENDANT I’s Fault

The DEFENDANT I has conducted an unlawful action (tort) which violates the right of the
PLAINTIFF and is contrary with the legal obligations of the DEFENDANT I.

Unlawful (Tortious) Conduct by the DEFENDANT I towards the PLAINTIFF

The DEFENDANT I has expended costs for Maruko Keihi in the amount of 4.0% and
Eigyousyo Keihi in the amount of 1.2% conducted without the knowledge of the
PLAINTIFF and undertaken unilaterally, without the consent and it being undertaken by
both parties including the President Director (signed by 2 (two) out of 3 (three) directors). So
that the transfer being made should be considered as an unlawful (tortious) conduct
committed by the DEFENDANT I resulting in the PLAINTIFF suffering losses in the
amount of US$ 37,000,000 (thirty seven million United States Dollars);

Whereas based on the abovementioned arguments, we request to the Panel of Judges to

declare that the DEFENDANT I has conducted an Unlawful Action (Tort).

B. The Unlawful (Tortious) Conduct as a Result of the DEFENDANT II’s Fault

The DEFENDANT II has conducted an unlawful action (tort) which violates the right of the
PLAINTIFF, resulting in the PLAINTIFF experiencing a large amount of losses due to the
said unlawful action (tort).Unlawful (Tortious) Conduct by the DEFENDANT II against the
PLAINTIFF
At the time the DEFENDANT I expended costs for Maruko Keihi in the amount of 4.0%
and Eigyousyo Keihi in the amount of 1.2% without the knowledge of the PLAINTIFF and
undertaken unilaterally, without the consent and it being undertaken by both parties
including the President Director (signed by 2 (two) out of 3 (three) directors), the
DEFENDANT II should have prior knowledge that any form of transfer must be done with
the consent and for it to be signed by both parties. However, the DEFENDANT II did not
abide by the rules or agreements which have been made and agreed upon by both parties.
The DEFENDANT II nevertheless still performed the transfers pursuant to the
DEFENDANT I’s request. So that the transfer should be considered as an unlawful
(tortious) conduct committed by the DEFENDANT II resulting in the PLAINTIFF
suffering losses in the amount of: US$ 37,000,000 (thirty seven million United States
Dollars).

MATERIAL LOSSES
LETTERHEAD OF OTTO CORNELIS KALIGIS & 6
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

Whereas the losses arising as a result of the unlawful (tortious) action conducted by the
DEFENDANT I by performing the transfers unilaterally without the PLAINTIFF’s
knowledge are as follows:

- The transfer that was conducted unlawfully by Shimizu Corporation are as follows:
Maruko Keihi 4.0% and Eigyousyo Keihi 1.2% which in total amounts to US$
37,000,000 (thirty seven million United States Dollars);
- Unpredictable expenditure costs that are still under dispute and which have been
transferred by the DEFENDANT I from the Joint Bank Account to the DEFENDANT
I’s bank account for the years of 1999 – 2003 in the amount of US$ 14,000,000,000
(fourteen million United States Dollars);
- That the total amount of PLAINTIFF’s losses as stated above is US$ 51,000,000 (fifty
one million United States Dollars).

IMMATERIAL LOSSES
Whereas other than material losses, the PLAINTIFF also suffers immaterial losses because
the issues in the lawsuit a quo has taken a lot of time, cost, endeavors and thought. Moreover,
the losses suffered by the PLAINTIFF resulted in the disruption of the financial cash flow of
the company which directly results in the decline in the performance of the company

Even though the immaterial losses suffered by the PLAINTIFF are difficult to quantify with a
monetary value, however for the purpose of this complaint it is fitting that the
DEFENDANT I is sentenced to pay for immaterial losses amounting to US$ 100,000,000
(one hundred million United States Dollars).

PROVISIONAL RELIEF SOUGHT

Whereas in order to guarantee legal certainty and the principle of justice for the PLAINTIFF
as well as to prevent the occurrence of greater losses to the PLAINTIFF, the PLAINTIFF
requests that the Head of the District Court of Central Jakarta Cq. the Panel of Judges
Examining and Trying this Matter to restrict:
a. The DEFENDANT I from undertaking any withdrawal or taking of funds whatsoever
from the joint bank account of the PLAINTIFF and the DEFENDANT I;
b. The DEFENDANT II from performing transfers to the DEFENDANT I in the matter
relating to the withdrawing of profits or any funds from the joint bank account of the
PLAINTIFF and the DEFENDANT I so long as the DEFENDANT I has not fulfilled
its obligations amounting to US$ 51,000,000 (fifty one million United States Dollars).

PETITION FOR SEQUESTRATION

Whereas Conservatoir Beslag means a sequestration (seizure) of immovable g objects owned by the
DEFENDANT, whereby the purpose of the Conservatoir Seizure is to ensure that the PLAINTIFF’s
Lawsuit will not be in vain (illusionir) at a later date and for the concern that the DEFENDANT
would assign, sell and or transfer the said object prior to the court ruling.

Conservatoir Seizure is regulated under Article 227 paragraph (1) HIR jo. Article 261 paragraph (1)
Rbg (note: the Civil Procedure Law outside Java and Madura), in which the meaning according to
those articles are:
LETTERHEAD OF OTTO CORNELIS KALIGIS & 7
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

- seizure of the debtor’s (DEFENDANT I's) property so long as the decision for the lawsuit has not
been made.

Whereas based on the above mentioned matters, so that PLAINTIFF’s Lawsuit will not be in vain
(illusionir) at a later date, we request the Panel of Judges Examining and Trying this Matter to place a
sequester (sita jaminan) of the assets owned by the DEFENDANT I which therefore may satisfy or is
equivalent to the value of the losses (damages) suffered by the PLAINTIFF.

III. CLOSING

Based on the abovementioned matters, there are sufficient grounds and legal basis for the Panel of Judges
Examining and Trying this Matter a quo to decide the following:

IN THE APPLICATION FOR PROVISIONAL RELIEF

1. To grant the Provisional Lawsuit in its entirety;

2. To prohibit the DEFENDANT I from withdrawing or taking any funds whatsoever from the joint
bank account of the PLAINTIFF and the DEFENDANT I so long as the DEFENDANT I has not
fulfilled its obligations amounting to US$ 51,000,000 (fifty one million United States Dollars) up until
there is a permanent legal binding Decision for the lawsuit a quo;
3. The DEFENDANT II from performing transfers to the DEFENDANT I in matters relating to the
withdrawal of profits or funds whatsoever from the joint bank account of the PLAINTIFF and the
DEFENDANT I so long as DEFENDANT I has not fulfilled its obligations amounting to US$
51,000,000 (fifty one million United States Dollars).

IN THE PRINCIPLE (MERITS OF THE) CASE

1. To grant the PLAINTIFF’s lawsuit in its entirety;

2. To declare that the PLAINTIFF is acting with good faith;
3. To declare that the DEFENDANT I and the DEFENDANT II have committed unlawful actions
(tort);
4. To sentence the DEFENDANT I to pay for the losses (damages) with the following details:
Material losses
- The transfer that was conducted unlawfully by Shimizu Corporation are as follows: Maruko Keihi
4.0% and Eigyousyo Keihi 1.2% which totals to the amount of US$ 37,000,000 (thirty seven
million United States Dollars);
- Unpredictable expenditure costs that are still under dispute and which have been transferred by
Shimizu Corporation from the bank account of PT Dextam Contractors to the bank account of
Shimizu Corporation for the years of 1999 – 2003 in the amount of US$ 14,000,000,000
(fourteen million United States Dollars);
Immaterial losses
To pay for immaterial losses amounting to US$ 100,000,000 (one hundred million United States
Dollars) in cash and in total at the latest eight days since the decision for this lawsuit is read;

5. Whereas to prevent the DEFENDANT I from failing (being negligent) or avoiding the decision of this
lawsuit, the PLAINTIFF requests that the Head of the District Court of Central Jakarta sentence the
DEFENDANT I to pay penalty (dwangsom) to the PLAINTIFF in the amount of US$ 100,000 (one
hundred United States Dollars) for every day that DEFENDANT I fails to implement the decision of
this matter;
LETTERHEAD OF OTTO CORNELIS KALIGIS & 8
ASSOCIATES
ADVOCATES & LEGAL CONSULTANTS

6. To declare that the Sequestration (Sita Jaminan) placed on this matter a quo as legitimate and of value;

7. To sentence the DEFENDANTS by requiring them to pay for the matter costs;

8. To declare that this decision can be implemented first, although there will be resistance to the legal
remedies, appeals or cassation (appeal to the Supreme Court) (uitvoerbaar bij voorraad).

If the Panel of Judges is of another opinion, we request for a fair decision (Ex Aequo et Bono).

Yours sincerely,
OTTO CORNELIS KALIGIS & ASSOCIATES

Stamp duty Rp 6,000 and signature

Prof. Dr. O.C. Kaligis, S.H., M.H.

ald/agn/gar/bsm/rg/sc