Significant Events after the Date of Independent Auditor Report Activities and Business Prospects of the Company

33 33

VI. Significant Events after the Date of Independent Auditor Report

No significant events with material impact on the finance and business proceeds of the Company and its Subsidiaries occurring after the date of Independent Audit Report and Consolidated Financial Statements of the Issuer and Subsidiaries dated 29 October 2010 on the financial statements issued for the 6 month period ended 30 June 2010 audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar, Saptoto with Unqualified Opinion need to be disclosed in this Prospectus. 34 34

VII. Information of the Issuer and Subsidiaries

1. Brief History of the Issuer The Issuer is a limited liability company which was established and implements its business activities according to and based on prevailing laws and regulations in Republic of Indonesia, domiciled in Jakarta under the name of “PT Swakarya Mulia Shipping”, established as a limited liability company according to the prevailing laws and regulations in Republic of Indonesia pursuant to Deed of Establishment No. 98 dated 18 December 1995 made before Mrs. Trisnawati Mulia, S.H., Notary in Jakarta, the deed of which has obtained ratification from Minister of Justice by virtue of its Decree No. C2-7680.HT.01.01.TH.96 dated 6 March 1996 and has been registered at the Registrar office of Central Jakarta District Court under No. 221997 dated 24 February 1997, and has been announced in State Gazette Republic of Indonesia No. 27 dated 4 April 1997, Supplement to State Gazette No. 1295. Letter of permit acquired by the Issuer and its subsidiaries, with the exception of ABP, in relation to their business activities is SIUPAL Letter of Business Permit of Sea Transportation Companies. The Issuer acquired SIUPAL No. BXXV-525AL.58, and subsidiaries, WT, SMS, ANN, and PSV, acquired SIUPAL No. BXXV-498AL.58, No. BXXV-525AL.58, No. BXXV-1153AL.58, No. BXXXIV-285AT.54, respectively. HMO is currently still not yet in operation. The Issuer’s Deed of Establishment has been amended several times, the latest amendment of which is as set forth in Deed of Statement of Meeting Resolutions No. 22 dated 18 August 2010 made before Noerbaety Ismail, S.H., M.Kn, Notary in Jakarta, the deed of which has been notified to Minister of Law and Human Rights pursuant to Receipt of Notification of Amendment of Articles of Associations No. AHU-AH.01.10-21885 dated 24 August 2010, and has been registered in the Corporate Registry No. AHU-0063568.AH.01.09.Year 2010 dated 24 August 2010, where all shareholders of the Issuer consented to increase the Issuer’s issued and paid-up capital and pursuant to Notary Statement Letter No. 155SKNOT2010 dated 23 August 2010 issued by Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and Supplement to State Gazette of Deed of Statement of Meeting Resolutions No. 22 dated 18 August 2010 is currently being processed. On the date of issuance of Prospectus, the latest amendment to the Issuer’s Articles of Associations is as set forth in Deed of Statement of Shareholders Resolutions Number 15, dated 16 September 2010 made before Fathiah Helmi, S.H. Notary in Jakarta and has been approved by Minister of Law and Human Rights by virtue of Decree Number AHU.44569.AH.01.02 Year 2010 dated 17 September 2010 and registered in Corporate Registry No.AHU0068211.AH.01.09.Year 2010 dated 17 September 2010. Such deed, among others, changed the Issuer’s name to become “PT Wintermar Offshore Marine Tbk”, changed its shares nominal value and amended all of the Issuer’s articles of associations to conform to Law No. 8 of 1995 on Capital Market and its implementing regulations in regard to change of Issuer’s status to become a Public Company. The Issuer in carrying out its business operations has a close relation to its subsidiaries, mainly because the majority of the vessels are owned by the Issuer’s subsidiaries. Meanwhile, the Issuer owns and manages vessels, provides management services, shipping services, and manpower services to its subsidiaries, and is a holding company. On the date of issuance of Prospectus and in accordance with article 3 of the Issuer’s Articles of Associations as stipulated in Deed of Statement of Shareholders Resolutions Number 15, dated 16 September 2010 made before Fathiah Helmi, S.H. Notary in Jakarta and has been approved by Minister of Law and Human Rights by virtue of Decree Number AHU.44569.AH.01.02 Year 2010 dated 17 September 2010, the purposes and objectives of the Issuer are as follows: 1. Purposes and objectives of the Issuer are to engage in the shipping sector. 2. In order to achieve such purposes and objectives the Issuer may conduct the following business activities: A. Conduct principal business activities in domestic shipping which consists of the following: 1. Conduct business activity of inter port sea transportation in Indonesia which shall be performed in both permanent and regular manner, or non permanent and irregular shipping using all types of vessels; 2. Conduct activities of shippingtransportation of passengers, animals or goods between sea ports, drilling rigs, offshore platforms, and other activities using all types of vessels including offshore sea transportation activity; 3. Conduct transportation of oilgas goods using tankers; 4. Conduct transportation of hazardous material waste B3 dangerous and poisonous material; 5. Conduct chartering of vessels using various types of vessels; 6. Conduct business as owner’s representative for sea transportation shipping companies, both for permanent and non permanent, domestic and offshore shipping; 7. Conduct business of towage; 8. Conduct business services and activities relating to lease of shipping-related equipments, including data processing, equipment part list and other shipping related business activities; 9. Conduct business activity of ship management, including but not limited to maintenance, docking preparation, supply of spare parts, shipping crew supplies, equipment and tools, logistics, shipping crews, insurances and ship worthiness certification; 10. Conduct supporting services business for offshore activities. 35 35 A. Supporting business activities which support the Issuer’s principal business activity: 1. Conduct geophysical survey activity, such as seismic and under water surveys; 2. Conduct marine offshore construction such as construction of offshore platform and structure; 3. Conduct under water inspection and repairs such as pipe inspection or repairs and installation of pipes using vessel; 4. Act as ship broker in regard to sale and purchase or charter of vessel; 5. Conduct vessel repairs and maintenance; 6. Act as ship manning agency including but not limited to recruitment and placement of crews in accordance with its classifications; 2. Development of Capital Structure and Shareholding Composition of the Issuer Year 1995 Pursuant to Deed of Establishment No. 98 dated 18 December 1995 made before Mrs. Trisnawati Mulia, S.H., Notary in Jakarta, the deed of which has been ratified by Minister of Justice by virtue of its Decree No.C2-7680.HT.01.01.TH.96 dated 6 March 1996 and has been registered in the registrar office of Central Jakarta District Court No.221997 dated 24 February 1997, and announced in State Gazette Republic of Indonesia No.27 dated 4 April 1997, Supplement to State Gazette No.1295, the Issuer’s capital structure on its establishment was as follows: Authorized Capital : Rp.2,289,000,000 two billion two hundred and eighty nine million Rupiah consisting of 1,000,000 one million shares, each share having a nominal value of Rp.2,289 two thousand two hundred and eighty nine Rupiah; Issued and Paid Up Capital : Rp.1,144,500,000 one billion one hundred and forty four million five hundred Rupiah consisting of 500,000 five hundred thousand shares. Based on the above capital structure, the Issuer’s shareholder composition was as follows: Stock Capital With Nominal Value of Rp.2,289 two thousand two hundred and eighty nine Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 1,000,000 2,289,000,000 Issued and Paid Up Capital - Lingco Marine Pte. Ltd. 50,000 114,450,000 10.00 - Seaman Marine Pte. Ltd 400,000 915,600,000 80.00 - PT Pelayaran Dwiprima Jayalestari 50,000 114,450,000 10.00 Total Issued and Paid Up Capital 500,000 1,144,500,000 100.00 Shares in Portfolio 500,000 1,144,500,000 Year 2000 Pursuant to Deed of Minutes of Meeting No.1 dated 5 April 2000 made before Mrs. Trisnawati Mulia, S.H., Notary in Jakarta, the Report on Change of Company Data for such deed has been conducted on 17 May 2000 and has been registered in Corporate Registry at West Jakarta Company Registration Office under No. 2115RUB.09-02II2008 dated 29 February 2008, and announced in State Gazette Republic of Indonesia No. 56 dated 11 July 2008, Supplement to State Gazette No. 5802008 whereby the Issuer increased its issued and paid-up capital, as a result of which the Issuer’s capital structure was as follows: Authorized Capital : Rp.2,289,000,000 two billion two hundred and eighty nine million Rupiah consisting of 1,000,000 one million shares, each share having a nominal value of Rp.2,289 two thousand two hundred and eighty nine Rupiah; Issued and Paid Up Capital : Rp.2,289,000,000 two billion two hundred and eighty nine million Rupiah consisting of 1,000,000 one million shares. 36 36 Pursuant to the above amendments, the Issuer’s shareholder composition became as follows: Stock Capital With Nominal Value of Rp.2,289 two thousand two hundred and eighty nine Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 1,000,000 2,289,000,000 Issued and Paid Up Capital - Lingco Marine Pte. Ltd. 100,000 228,900,000 10.00 - Seaman Marine Pte. Ltd 800,000 1,831,200,000 80.00 - PT Pelayaran Dwiprima Jayalestari 100,000 228,900,000 10.00 Total Issued and Paid Up Capital 1,000,000 2,289,000,000 100.00 Shares in Portfolio - - In accordance with Financial Statements of the Issuer dated 31 December 2000 and 1999 issued by Kantor Akuntan Publik Drs. Amir Hadvi dated 16 August 2001, the deposit slip for the deposit of capital as mentioned above had been deposited in entirety into the Issuer’s cash by the Issuer’s shareholders and based on the statement in the deed, it is stated that all subscribed capital has been fully paid up in cash by respective shareholders. Such increase of issued and paid-up capital has been approved by Investment Coordinating Board BKPM pursuant to Approval for Foreign Capital Investment Expansion No. 291IIPMA1999 dated 31 December 1999 and letter concerning Amendment of Company’s Capital No. S-19DU6-PMPBUMN2000 dated 10 February 2000. Year 2002 Pursuant to Deed of Minutes of Meeting No. 39 dated 31 December 2002 made before Achmad Bajumi, S.H., Notary in Jakarta, the shareholders of the Issuer consented to the followings: a. Sale of shares owned by Seaman Marine Pte. Ltd to PT Wintermarjaya Lestari amounting to 800,000 shares as set forth in Deed of Sale and Purchase of Shares No. 41 dated 31 December 2002 made before Achmad Bajumi, S.H b. Sale of shares owned by Lingco Marine Pte. Ltd. to PT Wintermarjaya Lestari amounting to 100,000 shares as set forth in Deed of Sale and Purchase of Shares No. 40 dated 31 December 2002 made before Achmad Bajumi, S.H Pursuant to the above amendments, the Issuer’s shareholder composition became as follows: Stock Capital With Nominal Value of Rp.2,289 two thousand two hundred and eighty nine Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 1,000,000 2,289,000,000 Issued and Paid Up Capital - PT Pelayaran Dwiprima Jayalestari 100,000 228,900,000 10.00 - PT Wintermarjaya Lestari 900,000 2,060,100,000 90.00 Total Issued and Paid Up Capital 1,000,000 2,289,000,000 100.00 Shares in Portfolio - - Year 2006 Pursuant to Deed of Amendment of Articles of Associations No. 90 dated 31 July 2006 made before Achmad Bajumi, S.H., Notary in Jakarta, the deed of which has been approved by Minister of Justice by virtue of its Decree No. W7-02435 HT.01.04-TH.2006 dated 13 November 2006 and registered at West Jakarta Company Registration Office under No. 2237RUB.09-02III2008 dated 19 March 2008, and announced in State Gazette No. 60 dated 25 July 2008 Supplement to State Gazette No.13182, shareholders of the Issuer consented to approve 1 merger between the Issuer and PT Samudera Swakarya Shipping as contained in Deed of Agreement of Merger No. 89 dated 31 July 2006 drawn up before Achmad Bajumi, S.H., a Notary in Jakarta, 2 change in nominal value of shares fromthe initial Rp. 2.289,00 two thousand two hundred eighty nine Rupiah to become Rp. 1.000.000,00 one million Rupiah , and 3 increase in authorized capital to become Rp. 10.000.000.000,00 ten billion Rupiah and subscribed capital to become Rp. 5.289.000.000,00 five billion two hundred eighty nine million Rupiah. As such, the capital structure of the Issuer became as follows: Authorized Capital : Rp.10,000,000,000 ten billion Rupiah consisting of 10,000 ten thousand shares, each share having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid Up Capital : Rp.5,289,000,000 five billion two hundred and eighty nine million Rupiah which has been fully subscribed as follows: 37 37 a. Rp.2,289,000,000 two billion two hundred and eighty nine million Rupiah consists of old shares. b. Rp.3,000,000,000 three billion Rupiah derived from merger of PT Samudera Swakarya Shipping into the Issuer pursuant to Deed of Merger No. 89 dated 31 July 2006, the merger of which was approved by the Commissioner based on Deed of Commissioner Approval No. 88 dated 31 July 2006 and was approved by the shareholders based on Deed of Statement of Meeting Resolutions No. 87 dated 31 July 2006. Thus, following the above merger, the Issuer’s capital structure and shareholder compositions became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 10,000 10,000,000,000 Issued and Paid Up Capital - Sugiman 250 250,000,000 4.73 - Nely Layanto 250 250,000,000 4.73 - PT Wintermar 500 500,000,000 9.45 - PT Wintermarjaya Lestari 3,860 3,860,000,000 72.98 - PT Pelayaran Dwiprimajaya Lestari 429 429,000,000 8.11 Total Issued and Paid Up Capital 5,289 5,289,000,000 100.00 Shares in Portfolio 4,711 4,711,000,000 In accordance with the Financial Statements of the Issuer dated 30 December 2007 and 2006 issued by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto, the deposit slip on capital deposit at the time of merger had been deposited into the Issuer’s cash by the Issuer’s shareholders. Year 2008 Pursuant to Deed of Statement of Meeting Resolutions No. 25 dated 13 June 2008 made before Noerbaety Ismail, S.H., M.Kn, Notary in Jakarta, the deed of which has been notified to the Minister of Law and Human Rights based on Letter No. AHU-AH.01.10-18421 and registered in Corporate Registry No. AHU-0062197.AH.01.09.Year 2008 dated 22 July 2008 and announced in State Gazette Republic of Indonesia No. 15 dated 19 February 2010 Supplement No. 99, whereby shareholders consented to the issuance of shares from the Issuer’s portfolio, as a result of which the Issuer’s capital structure became as follows: Authorized Capital : Rp.10,000,000,000 ten billion Rupiah consisting of 10,000 ten thousand shares, each share having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid Up Capital : Rp.8,789,000,000 eight billion seven hundred and eighty nine million Rupiah consisting of 8,789 shares each having a nominal value of Rp.1,000,000 one million Rupiah. Whereas on issuance of shares from the portfolio, based on stipulations in Article 43 of Limited Liability Law No.40 Year 2007 juncto Article 4 paragraph 3 of Articles of Association of the Issuer, the Issuer had previously offered such shares to the other shareholders, namely Sugiman, Nely Layanto, and PT Wintermarjaya Lestari. The other shareholders did not use their rights to purchase and pay the shares purchased within a period of 14 fourteen days since the date of offering. Pursuant to the above increase of issued and paid-up capital, the Issuer’s shareholder composition became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 10,000 10,000,000,000 Issued and Paid Up Capital - Sugiman 250 250,000,000 2.84 - Nely Layanto 250 250,000,000 2.84 - PT Wintermar 2,200 2,200,000,000 25.03 - PT Wintermarjaya Lestari 3,860 3,860,000,000 43.92 - PT Pelayaran Dwiprimajaya Lestari 2,229 2,229,000,000 25.38 Total Issued and Paid Up Capital 8,789 8,789,000,000 100.00 Shares in Portfolio 1,211 1,211,000,000 38 38 The above capital subscription has been duly conducted by PT Wintermar in cash pursuant to evidence of payment to Bank Negara Indonesia dated 14 July 2008 in the amount of Rp.1,700,000,000 one billion seven hundred million Rupiah. The above capital subscription has been duly conducted by PT Pelayaran Dwiprimajaya Lestari in cash pursuant to evidence of payment to Bank Negara Indonesia dated 17 July 2008 in the amount of Rp.1,800,000,000 one billion eight hundred million Rupiah. Year 2009 Pursuant to Deed of Statement of Meeting Resolutions No. 16 dated 22 May 2009 made before Noerbaety Ismail, S.H., M.Kn, Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No. AHU-44991.AH.01.02.Year 2009 dated 11 September 2009 and registered in Corporate Registry No. AHU-0060494.AH.01.09.Year 2009 dated 11 September 2009, and based on Notary Statement Letter No. 160SKNOTVII2010 dated 31 August 2010 issued by Noerbaety Ismail, SH. M.Kn. Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and supplement to State Gazette Republic of Indonesia of Deed of Statement of Meeting Resolutions No. 16 dated 22 May 2009 is currently being processed, whereby the shareholders agreed to increase the Issuer’s authorized and issued and paid-up capital, as a result of which the Issuer’s capital structure became as follows: Authorized Capital : Rp.492,184,000,000 four hundred ninety two billion one hundred and eighty four million Rupiah consisting of 492,184 four hundred ninety two thousand one hundred and eighty four shares each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid Up Capital : Rp.123,046,000,000 one hundred and twenty three billion forty six million Rupiah consisting of 123,046 one hundred and twenty three thousand forty six shares each having a nominal value of Rp.1,000,000 one million Rupiah, which have been subscribed and fully paid up by way of conversions of dividend from 2008 to become new shares amounting to 114,257 one hundred fourteen thousand two hundred fifty seven shares, with following details: a. PT Wintermarjaya Lestari subscribed amounting to 50,180 fifty thousand one hundred eighty shares with a total value of Rp. 50,180,000,000.00 Fifty billion one hundred eighty million Rupiah; b. PT Pelayaran Dwiprimajaya Lestari subscribed amounting to 28,977 twenty eight thousand nine hundred seventy seven shares with a total value of Rp.28,977,000,000.00 twenty eight billion nine hundred seventy seven million Rupiah; c. PT Wintermar subscribed amounting to 28,600 twenty eight thousand six hundred shares with a total value of Rp.28,600,000,000.00 twenty eight billion six hundred million Rupiah; d. Sugiman subscribed amounting to 3.250 three thousand two hundred fifty shares with a total value of Rp.3,250,000,000.00 three billion two hundred fifty million Rupiah; e. Nely Layanto subscribed amounting to 3.250 three thousand two hundred fifty shares with a total value of Rp.3,250,000,000.00 three billion two hundred fifty million Rupiah 39 39 Pursuant to the above increase of authorized, issued and paid-up capital, the Issuer’s shareholder composition became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 492,184 492,184,000,000 Issued and Paid Up Capital - Sugiman 3,500 3,500,000,000 2.85 - Nely Layanto 3,500 3,500,000,000 2.85 - PT Wintermar 30,800 30,800,000,000 25.03 - PT Wintermarjaya Lestari 54,040 54,040,000,000 43.91 - PT Pelayaran Dwiprimajaya Lestari 31,206 31,206,000,000 25.36 Total Issued and Paid Up Capital 123,046 123,046,000,000 100.00 Shares in Portfolio 369,138 369,138,000,000 Pursuant to Deed of Statement of Shareholders Resolutions No. 44 dated 30 September 2009 made before Noerbaety Ismail, S.H., Mkn., Notary in Jakarta and has been notified to the Minister of Law and Human Rights pursuant to evidence of receipt of notification No. AHU-AH.01.10-18001 dated 19 October 2009 and registered in Corporate Registry No. AHU- 0068134.AH.01.09.Year 2009 dated 19 October 2009, whereby the shareholders agreed the following: - Transfer of all shares owned by PT Wintermar amounting to 30,800 thirty thousand and eight hundred shares to PT Ramanda Daminathan as set forth in Deed of Sale and Purchase of Shares No. 45 dated 30 September 2009 made before Noerbaety Ismail, S.H., Mkn., Notary in Jakarta. Pursuant to the above transfer of shares, capital structure and shareholder composition of the Issuer became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 492,184 492,184,000,000 Issued and Paid Up Capital - Sugiman Layanto 3,500 3,500,000,000 2.85 - Nely Layanto 3,500 3,500,000,000 2.85 - PT Ramanda Daminathan 30,800 30,800,000,000 25.03 - PT Wintermarjaya Lestari 54,040 54,040,000,000 43.91 - PT Dwiprimajaya Lestari 31,206 31,206,000,000 25.36 Total Issued and Paid Up Capital 123,046 123,046,000,000 100.00 Shares in Portfolio 369,138 369,138,000,000 Deed of Statement of Shareholders Resolutions No. 5 dated 15 December 2009 made before Noerbaety Ismail, SH., Mkn. Notary in Jakarta, the deed of which has been notified to Minister of Law and Human Rights Republic of Indonesia pursuant to evidence of receipt of notification of amendment of articles of associations No. AHU-AH.01.10-00472 dated 8 January 2010 and registered in Corporate Registry No. AHU-0001473.AH.01.09.Year 2010 dated 8 January 2010 and based on Notary Statement Letter No. 143SKNOTVIII2010 dated 11 August 2010 issued by Noerbaety Ismail, S.H. M.Kn., Notary in Jakarta, the announcement in the State Gazette Republic of Indonesia of Deed of Statement of Shareholders Resolutions No. 5 dated 15 December 2009 is currently being processed, whereby the Issuer’s shareholders agreed to issue new shares from the Issuer’s portfolio amounting to 283,440 two hundred eighty three thousand four hundred and forty shares each having a nominal value of Rp.1,000,000 one million Rupiah and increase the Issuer’s issued and paid-up capital, as a result of which the Issuer’s capital structure became as follows: Authorized Capital : Rp.492,184,000,000 four hundred and ninety two billion one hundred and eighty four million Rupiah consisting of 492,184 four hundred and ninety two thousand one hundred and eighty four shares each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid-Up Capital : Rp.406,486,000,000 four hundred six billion four hundred eighty six million Rupiah consisting of 406,486 four hundred six thousand four hundred eighty six shares each having a nominal value of Rp.1,000,000 one million Rupiah, by way of: a. Stock dividend amounting to 189,000 one hundred eighty nine thousand shares each having a nominal value of Rp.1,000,000 one million Rupiah, subscribed and respectively paid up by: 40 40 i. PT Wintermarjaya Lestari amounting to 83,006 eighty three thousand six shares of a total value of Rp.83,006,000,000.00 eighty three billion six million Rupiah; ii. PT Dwiprimajaya Lestari amounting to 47,933 forty seven thousand nine hundred thirty three shares or a total value of Rp.47,933,000,000.00 forty seven billion nine hundred thirty three millio Rupiah; iii. Sugiman Layanto amounting to 5,376 five thousand three hundred seventy six shares or a total value of Rp.5,376,000,000.00 five billion three hundred seventy six million Rupiah iv. Nely Layanto amounting to 5,376 five thousand three hundred seventy six shares or a total value of Rp.5,376,000,000.00 five billion three hundred seventy six million Rupiah v. PT Ramanda Daminathan amounting to 47,309 forty seven thousand three hundred nine shares or a total value of Rp.47,309,000,000.00 forty seven billion three hundred nine million Rupiah. b. Cash deposit amounting to 94,440 ninety four thousand four hundred forty shares each having a nominal value of Rp.1,000,000 one million Rupiah or a total value of Rp.94,440,000,000.00 ninety four billion four hundred forty million Rupiah subscribed and respectively paid up by: i. PT Wintermarjaya Lestari sebanyak 55,330 lima puluh lima ribu tiga ratus tiga puluh saham atau senilai Rp.55,330,000,000.00 lima puluh lima milyar tiga ratus tiga puluh juta Rupiah; ii. PT Dwiprimajaya Lestari amounting to 31,950 thirty one thousand nine hundred fifty shares or a total value of Rp.31,950,000,000.00 thirty one billion nine hundred fifty million Rupiah; iii. Sugiman Layanto amounting to 3,580 three thousand five hundred eighty shares or a total value of Rp.3,580,000,000.00 three billion five hundred eighty million Rupiah; iv. Nely Layanto amounting to 3,580 three thousand five hundred eighty shares or a total value of Rp.3,580,000,000.00 three billion five hundred eighty million Rupiah. Pursuant to the above capital structure, the Issuer’s shareholder composition became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 492,184 492,184,000,000 Issued and Paid Up Capital - Sugiman Layanto 12,456 12,456,000,000 3.06 - Nely Layanto 12,456 12,456,000,000 3.06 - PT Ramanda Daminathan 78,109 78,109,000,000 19.22 - PT Wintermarjaya Lestari 192,376 192,376,000,000 47.33 - PT Dwiprimajaya Lestari 111,089 111,089,000,000 27.33 Total Issued and Paid Up Capital 406,486 406,486,000,000 100.00 Shares in Portfolio 85,698 85,698,000,000 Year 2010 Pursuant to Deed of Statement of Shareholders Resolutions No. 27 dated 29 March 2010 made before Noerbaety Ismail, SH., Mkn. Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights Republic of Indonesia by virtue of its Decree No. AHU-27155.AH.01.02.Year 2010 dated 27 May 2010, and registered in Corporate Registry No. AHU-0040211.AH.01.09.Year 2010 dated 27 May 2010 and based on Notary Statement Letter No. 143SKNOTVIII2010 dated 11 August 2010 issued by Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the announcement in the State Gazette Republic of Indonesia and Supplement to State Gazette Republic of Indonesia of Deed of Statement of Meeting Resolutions No. 27 dated 29 March 2010 are currently being processed, whereby the Issuer’s shareholders agreed to decrease the Issuer’s issued and paid-up capital to become as follows: 41 41 Authorized Capital : Rp.492,184,000,000 four hundred ninety two billion one hundred and eighty four million Rupiah consisting of 492,184 four hundred ninety two thousand one hundred and eighty four shares each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid-Up Capital : Rp.123,046,000,000 one hundred and twenty three billion forty six million Rupiah consisting of 123,046 one hundred twenty three thousand and forty six shares each having a nominal value of Rp.1,000,000 one million Rupiah; Pursuant to the above change of capital structure, the Issuer’s shareholder composition becomes as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 492,184 492,184,000,000 Issued and Paid Up Capital - Sugiman Layanto 3,500 3,500,000,000 2.85 - Nely Layanto 3,500 3,500,000,000 2.85 - PT Ramanda Daminathan 30,800 30,800,000,000 25.03 - PT Wintermarjaya Lestari 54,040 54,040,000,000 43.91 - PT Dwiprimajaya Lestari 31,206 31,206,000,000 25.36 Total Issued and Paid Up Capital 123,046 123,046,000,000 100.00 Shares in Portfolio 369,138 369,138,000,000 Whereas based on the resolutions of the shareholders contained in Deed of Statement of Resolutions of Shareholders No.27 dated 29 March 2010 drawn up before Noerbaety Ismail, SH, Mkn, a Notary in Jakarta, the shareholders agreed to revise and or cancel the resolutions made in prior resolutions of shareholders in relation to distribution of cash dividend and stock dividend due to an error in the posting of retained earning and based on the Regulations of Indonesian Accounting Standards that the retained earning andor current year profit as posted by the Company evidently still could not be distributed in total to the shareholders. Pursuant to Deed of Statement of Shareholders Resolutions No. 22 dated 18 August 2010 made before Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been notified to Minister of Law and Human Rights by virtue of Letter No. AHU-AH.01.10-21885 dated 24 August 2010 and registered in Corporate Registry No. AHU-0063568.AH.01.09.Year 2010 dated 24 August 2010 and based on Notary Statement Letter No. 155SKNOT2010 dated 23 August 2010 issued by Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, announcement in the State Gazette Republic of Indonesia and Supplement to State Gazette of Deed of Statement of Shareholders Resolutions No. 22 dated 18 August 2010 is currently being processed, whereby the Issuer’s shareholders agreed to issue new shares from the Issuer’s portfolio amounting to 141,954 one hundred forty one thousand nine hundred and fifty four shares each having a nominal value of Rp.1,000,000 one million Rupiah and increase of the Issuer’s issued and paid-up capital, as a result of which the Issuer’s capital structure became as follows: Authorized Capital : Rp.492,184,000,000 four hundred ninety two billion one hundred and eighty four million Rupiah consisting of 492,184 four hundred ninety two thousand one hundred and eighty four shares each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid-Up Capital : Rp.265,000,000,000 two hundred and sixty five billion Rupiah consisting of 265,000 two hundred and sixty five thousand shares each having a nominal value of Rp.1,000,000 one million Rupiah, which shall be subscribed by: a. PT Dwiprimajaya Lestari amounting to 67,374 sixty seven thousand three hundred and seventy four shares each having a nominal value of Rp.1,000,000 one million Rupiah, or total amount of Rp.67,374,000,000 sixty seven billion three hundred and seventy four million Rupiah consisting of: - 6,654 six thousand six hundred and fifty four shares each having a nominal value of Rp.1,000,000 one million Rupiah, or total amount of Rp.6,654,000,000 six billion six hundred and fifty four million Rupiah as a result of conversion of the Issuer’s payable; - 60,720 sixty thousand seven hundred twenty shares each having a nominal value of Rp.1,000,000 one million Rupiah, or total amount of Rp.60,720,000,000 sixty billion seven hundred and twenty million Rupiah, 42 42 which shall be paid in cash. b. PT Wintermarjaya Lestari totaling to 74,580 seventy four thousand five hundred and eighty shares each having a nominal value of Rp.1,000,000 one million Rupiah, or total amount of Rp.74,580,000,000 seventy four billion five hundred and eighty million Rupiah which shall be paid in cash. Thus, the Issuer’s capital structure and shareholder composition became as follows: Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 492,184 492,184,000,000 Issued and Paid Up Capital - Sugiman Layanto 3,500 3,500,000,000 1.32 - Nely Layanto 3,500 3,500,000,000 1.32 - PT Ramanda Daminathan 30,800 30,800,000,000 11.62 - PT Wintermarjaya Lestari 128,620 128,620,000,000 48.54 - PT Dwiprimajaya Lestari 98,580 98,580,000,000 37.2 Total Issued and Paid Up Capital 265,000 265,000,000,000 100.00 Shares in Portfolio 227,184 227,184,000,000 On the date this Prospectus is issued, the Issuer has increased its authorized capital and changed its shares nominal value as set forth in Deed of Statement of Shareholders Resolutions Number 15, dated 16 September 2010 made before Fathiah Helmi, S.H. Notary in Jakarta and has been approved by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree No. AHU.44569.AH.01.02.Year 2010, dated 17 September 2010 and registered in Corporate Registry No. AHU- 0068211.AH.01.09 Year 2010 dated 17 September 2010, as a result of which the Issuer’s capital structure becomes as follows: Authorized Capital : Rp.1,000,000,000,000 one trillion Rupiah consisting of 10,000,000,000 ten billion shares each having a nominal value of Rp.100 one hundred Rupiah Issued and Paid-Up Capital : Rp.265,000,000,000 two hundred and sixty five billion Rupiah consisting of 2,650,000,000 two billion six hundred and fifty million shares each having a nominal value of Rp.100 one hundred Rupiah Stock Capital With Nominal Value of Rp.100 one hundred Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 10,000,000,000 1,000,000,000,000 Issued and Paid Up Capital - Sugiman Layanto 35,000,000 3,500,000,000 1.32 - Nely Layanto 35,000,000 3,500,000,000 1.32 - PT Ramanda Daminathan 308,000,000 30,800,000,000 11.62 - PT Wintermarjaya Lestari 1,286,200,000 128,620,000,000 48.54 - PT Dwiprimajaya Lestari 985,800,000 98,580,000,000 37.2 Total Issued and Paid Up Capital 2,650,000,000 265,000,000,000 100.00 Shares in Portfolio 7,350,000,000 735,000,000,000 Until the issuance of this Prospectus there has been no change in the capital structure and shareholder composition of the Issuer. The investment made by the shareholders in the Issuer is larger than the total of subscribed and paid up capital of the shareholders because the retained earning generated from the Issuer is capitalized by way of shares dividend and cash dividend, where the cash dividend is paid back to to the Issuer as subscription for new shares.

3. Management and Supervision

Based on Deed of Approval of All Shareholders No. 15 dated 16 September 2010 drawn up before Fathiah Helmi. S.H., Notary in Jakarta, and with the approval of the Minister of Laws and Human Rights of Republic of Indonesia in accordance with Letter of Decision No. AHU. 44569.AH.01.02 of 2010 dated 17 September 2010 and as has been registered with Registry of Companies No. AHU-0068211.AH.01.09 Year 2010 dated 17 September 2010, the composition of the Board of Commissioners and Board of Directors of the Issuer is the following: 43 43 Board of Commissioners President CommissionerIndependent Commissioner : Jonathan Jochanan Commissioner : Johnson Williang Sutjipto Commissioner : Darmawan Layanto Board of Directors President Director : Sugiman Layanto Director : Ooi Ka Lok Director : Philippe Surrier Director : Nely Layanto Non-Affiliated Director : Herman Santoso Below are brief biographies of each member of the Board of Commissioners and Board of Directors of the Issuer: Board of Commissioners Jonathan Jochanan President CommissionerIndependent Commissioner Indonesian Citizen, born in 1953 and currently 57 years of age. Holds the position of President Commissioner of the Issuer since 2010. Also as Managing Director Eastern Star Capital 2008 – 2010. Previous positions: as President Director of PT Bahana Securities 2006 – 2007, Director of PT Bahana TCW Investment Management 2005 – 2006, Senior Vice President of PT Bahana Pembinaan Usaha Indonesia 2004 – 2005, President Director of PT Jisawi Finas 2000 – 2003, Director of Investment Banking Schroders Indonesia 1994 – 1999, Director of Corporate Finance at PT Citicorp Securities Indonesia 1990 – 1994, Assistant Vice President Citibank 1989 – 1990, Staff to Capital Market Manager at PT Indovest 1978 – 1989. Education: Acquired Bachelor degree from the Faculty of Economy, University of Indonesia in 1987. Johnson Williang Sutjipto Commissioner Indonesian Citizen, born in 1967 and currently 43 years of age. Holds the position of Director of PT Ramanda Daminathan 2009 – now, Commissioner of PT Sentosasegara Mulia Shipping 2000 – now, Commissioner of PT Pelayaran Salam Bahagia 1999 – now, President Director of PT Arial Niaga Nusantara 1997 – now, Director of PT Mariana Bahagia 1997 – now. Previously held the positions of Marketing Manager of PT Pelayaran Salam Bahagia 1992 – 1999, General manager of PT Mariana Bahagia 1992 – 1997 and Project Engineer at the British Hydrodynamic Research Group, London 1991 – 1992. Also holds the positions of Federation Head of the ASEAN Shipowners’ Association 2010 – now, Head of the Asian Shipowners’ Forum 2010 – now and DPP Head of the Indonesian National Shipowners’ Association INSA 2008 – now. Education: Acquired Bachelor of Science degree majoring in Ocean Engineering Naval Architect from the Florida Institute of Technology, USA in 1989 and Master of Science degree majoring in Ocean Engineering Offshore Engineering from the Florida Institute of Technology, USA in 1991. Darmawan Layanto Commissioner Indonesian Citizen, born in 1969 and currently 41 years of age. Holds the position of Commissioner of the Issuer since 2010. Also holds the positions of President Commissioner of PT Wintermar since July 2010 – now, Commissioner of PT PSV Indonesia since February 2010 – now, President Director of PT Hammar Marine Offshore since April 2009 – now, Director Sales Marketing Seacoral Maritime Pte. Ltd. 1995 – now, Director Sales Marketing Super Marine Supplies Pte. Ltd. 1995 – now, Director of PT Wintermar 1990 – July 2010. Education: Acquired Bachelor of Science degree majoring in Management from the Golden Gate University, San Francisco, USA in 1989. 44 44 Board of Directors Sugiman Layanto President Director Indonesian Citizen, born in 1965 and currently 45 years of age. Holds the position of President Director of the Issuer since 2010 and has the duty of supervising all Divisions of the Issuer and heads the sectors of marketing and business development. Also holds the positions of President Commissioner of PT Arial Niaga Nusantara July 2010 – now, President Director of PT Sentosasegara Mulia Shipping July 2010 – now, President Director of PT FAST Offshore Indonesia November 2009 – now, Commissioner of PT Salam Pacific Offshore November 2009 – now, President Director of PT PSV Indonesia February 2010 – now, Commissioner of PT Dwiprimajaya Lestari April 2008 – now and Commissioner of PT Wintermarjaya Lestari 2005 – now. Also holds the positions of Managing Director with PT Wintermar 1988 – now, Head of Offshore Sector with INSA, Deputy Chairman Ship Insurance Liabilities Committee at Asian Shipowner’s Forum 2009-now and Committee Member at American Bureau of Shipping 2009-now. Education: Menlo College School of Letters Sciences and acquired Dean’s List and obtained Bachelor of Science degree Engineering in Industrial Engineering and Operation Research from the University of California Berkeley 1988, USA. Ooi Ka Lok Director Malaysian Citizen, born in 1959 and currently 51 years of age. Holds the position of Director of the Issuer since May 2010 and as Chief Operating Officer heading the ShipVessel Fleet including operations, technical affairs, crewing, logistics and QHSE Quality. Health. Safety and Environment. His professional experience covers several positions among others Engineer at Neptune Orient Lines Ltd. Singapore 1981-1992, General Manager of Prima Shipping, Malaysia 1992-1995, Technical Manager at Wawasan Bulk Services, Malaysia 1996-1998, Regional Director- NS at American Bureau Shipping 1999-2008, Senior Manager at Aurora Tankers Pte Ltd., Singapore 2008-2009, Regional Director at Veson Nautical Corporation, USA 2009-2010. Education: Acquired Diploma in Marine Engineering from Singapore Polytechnic 1981, acquired Class 1 Foreign Going Marine Engineer’s License Of Competency from MOT Singapore 1991. Philippe Surrier Director French citizen, born in 1963 and currently 46 years of age. Holds the position of Head of Operations Department of the Wintermar Group 2008 – now and heads the fleet operations. Previously held the positions of Port CaptainHSE OfficerCSOQAQC at Gulf Marine Services, Abu Dhabi 2000 – 2007; Chief Officer – Master at Gulf Marine Services, Abu Dhabi 1984 – 2000; Cadet Officer at SFTP 1983 – 1984 and Cadet Officer at Total 1982 – 1983. Education: Acquired Master Mariner Class 1 License of Competency Degree from Ecole d”Aprentissage Maritime Aber Wrach, France. Nely Layanto Director Indonesian Citizen, born in 1968 and currently 42 years of age. Holds the position of Director of the Issuer and Corporate Secretary responsible for all matters related to the Issuer’s corporate governance, regulations, and matters related to applicable regulations and laws since 2010. Also holds the positions of Director of PT Arial Niaga Nusantara July 2010 – now, Commissioner of PT Sentosasegara Mulia Shipping July 2010 – now, Director of PT Wintermar July 2010 – now, Commissioner of PT Hammar Marine Offshore April 2009 – now, President Director of PT Wintermarjaya Lestari September 2005 – now, Head of Legal Division of the Wintermar Group 2008 - now. Previously, held the positions of Finance and Accounting Manager of the Wintermar Group July 1996 – January 1999 and as Head of the Finance and Accounting Division of the Wintermar Group January1999 – February 2008. Education: Acquired Bachelor of Law degree LLB Honours from Queen Mary and Westfield College, University of London, United Kingdom 1990 and graduated as Solicitor at Law from the Law Society, United Kingdom. 45 45 Herman Santoso Director Indonesian citizen, born in 1938 and presently 72 years of age. Holds the position supervising the internal audit function. Director of the Issuer since 2010. Previous positions as Director of PT Armada Bahari Utama 2003 – 2010, Finance Manager of PT Wintermar 1983 – 2003, Finance Manager of PT Kurnia Bina Abadi 1974 – 1983, Manager of Hotel PT Welahan 1960 – 1974. Education: Graduated from Senior High School V Bojong Smarang 1959. At the time this Prospectus was issued, the Issuer and Subsidiaries employed 2 two Expatriate Directors in accordance with Decision No. 14152PPTKPTA2010 dated 18 August 2010 by the Director General of Manpower Placement Development, valid through 31 October 2012, with the following specifications: No. Name Nationality Position KITAS No Validity IMTA No. Validity 1. Ooi Ka Lok Malaysian Director No. 2C11JE 9083-J 15 September 2011 KEP. 28225MENBIMTA2010 12 months since date of arrival as stated in KITAS 2. Philippe Surrier French Director No. 2C11JE 9084-J 8 September 2011 KEP. 28226MENBIMTA2010 12 months since date of arrival as stated in KITAS Term of office of the Board of Directors and Commissioners is until the closing of Annual General Meeting of Shareholders held on the fifth year after their appointment, which appointment was on 27 August 2010. Corporate Secretary Pursuant to Letter of Decision of Board of Directors No. 3330WINDIR-WINA.152010 dated 20 August 2010 concerning Letter of Appointment of Corporate Secretary, the Board of Directors appoints Mrs. Nely Layanto as Corporate Secretary. Appointment of the Board of Commissioners and Directors of the Issuer has met the requirements as regulated in BAPEPAM Regulation No. IX.I.6 concerning the Board of Directors and Commissioners of the Company and Public Company based on letter of statement from the Board of Commissioners and Directors of the Issuer dated 27 August 2010. Functions andor responsibilities of Corporate Secretary is responsible for all matters related to the Issuer’s corporate governance, regulations, and matters related to applicable regulations and laws. Audit Committee The Issuer has not yet established an Audit Committee. The Issuer states its commitment to form an Audit Committee in accordance with BAPEPAM Regulation No.IX.I.5 concerning Establishment and Guidelines to Working Procedures of an Audit Commit- tee, the latest within a period of 6 six months from the date of listing of shares with the IDX. 4. Human Resources The Issuer is aware of the importance of the Human Resources’ role in carrying out its business and as such is committed to constantly observing the development and quality of human resources through enhancement of the employees’ abilities, maintenance of welfare services for all employees whether from the technical, functional or managerial levels. Composition of Employees With the increased level in operational activities of the Company, it is necessary to add competent and professional manpower in their relevant fields to ensure smooth operations of the Company. On 30 June 2010 the Company employed 169 employees. Hereunder are the compositions of the employees of the Company for the past 3 three years in accordance with work status, level of education, position, age group and work location: 46 46 Composition of On-Shore Employees of the Company according to Work Status Status SUBSIDIARIES ISSUER TOTAL 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 Permanent Employee 116 105 96 52 15 37 44 113 131 142 140 165 Contract Employee 1 2 9 1 1 3 1 2 10 4 Total 117 107 105 53 15 37 45 116 132 144 150 169 On-Shore Employees of the Company according to Management Level Jenjang Jabatan SUBSIDIARIES ISSUER TOTAL 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 Commissioner 3 3 3 6 1 1 1 3 4 4 4 9 Director 5 6 6 8 1 1 3 5 6 7 9 13 General Manager - 1 2 - - - 1 3 - 1 3 3 Manager 9 8 6 5 - 1 2 3 9 9 8 8 Assistant Manager 1 2 4 - - 2 1 2 1 4 5 2 Supervisor 12 18 15 7 1 1 5 14 13 19 20 21 Senior Staff 58 51 38 20 4 7 6 28 62 58 44 48 Junior Staff 29 18 31 7 8 24 26 58 37 42 57 65 Total 117 107 105 53 15 37 45 116 132 144 150 169 On-Shore Employees of the Company according to Level of Education Level of Education SUBSIDIARIES ISSUER TOTAL 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 � Junior High School SMP 8 8 4 3 1 1 1 3 9 9 5 6 Senior High School SMA 30 26 28 15 2 5 5 15 32 31 33 30 Academy D3 26 21 22 9 9 11 9 22 35 32 31 31 Bachelor Degree S1 50 49 49 24 3 20 27 72 53 69 76 96 Master Degree S2 3 3 2 2 - - 3 4 3 3 5 6 Total 117 107 105 53 15 37 45 116 132 144 150 169 On-Shore Employees of the Company according to Age Age SUBSIDIARIES ISSUER TOTAL 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 2007 2008 2009 30 June 2010 30 years 24 29 32 9 3 20 22 57 27 49 54 66 31 – 40 years 58 52 53 20 10 14 17 45 68 66 70 65 40 years 35 26 20 24 2 3 6 14 37 29 26 38 Total 117 107 105 53 15 37 45 116 132 144 150 169 Information on Expatriates in the Company No Name Citizenship Position Kitas No. IMTA No. 1. Chan Huan Hin Malaysia Head of Financial Management Sub Division No. 2C21JE3429-J dated 24 March 2010 effective until 6 April 2011 No. 9832010 dated 19 March 2010 effective until 6 April 2011 2. Teo Pek Swan Singapore Inspector for Administration No. 2C21JE3427-J dated 21 March 2010 effective until 28 March 2011 No. . 9842010 dated 19 March 2010 effective until 28 March 2011 3. Wong Koon Sang Malaysia Fleet Expert No. 2C11JE9082-J dated 16 September 2010 effective until15 September 2011 No.28179MENBIMTA2010 dated 8 October 2010 effective for 12 months untili 15 September 2011 47 47 The following is the composition of on shore employees of the Company and Subsidiaries according to their level of education, position, and age in the vessels: Composition of On Shore Employees According to Level of Education Shipping Diploma Level of education SUBSIDIARY COMPANY TOTAL 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 Nautica Expert Level I 1 2 3 4 1 1 2 2 2 3 5 6 Nautica Expert Level II 12 9 10 11 3 2 4 5 15 11 14 16 Nautica Expert Level III 26 21 20 21 5 6 8 9 31 27 28 30 Technical Expert Level I 3 3 4 7 1 2 2 3 4 5 6 10 Technical Expert Level II 12 9 11 11 2 4 5 5 14 13 16 16 Technical Expert Level III 25 22 21 27 8 9 8 9 33 31 29 36 Electronic Radio Officer - - - - - - - - - - - - Others 231 222 219 221 99 96 92 89 330 318 311 310 Total 310 288 288 302 119 120 121 122 429 408 409 424 Composition of On Shore Employees According to Positions in the Vessels Position SUBSIDIARY COMPANY TOTAL 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 Master 28 28 28 29 10 10 11 10 38 38 39 39 Barge Master 3 1 1 5 4 5 5 2 7 6 6 7 Officer 56 41 41 50 20 18 21 20 76 59 62 70 Chief Engineer 29 25 25 23 10 10 7 10 39 35 32 33 Engineer 55 48 48 51 23 20 20 20 78 68 68 71 Electrician 3 - 2 2 - - - - 3 - 2 2 Bosun 3 7 5 2 1 1 1 1 4 8 6 3 Foreman 3 3 3 1 4 5 5 3 7 8 8 4 Pump Man - - - - - - - - - - - - Quarter Master 87 79 79 79 33 37 36 40 120 116 115 119 Sailor - - - - - - - - - - - - No. 1 Oiler - - - - - - - - - - - - Oiler 27 36 36 33 11 9 9 11 38 45 45 44 RIGGER 2 - - 2 - - - - 2 - - 2 Cook 10 14 14 17 3 5 6 5 13 19 20 22 Mess Boy - - - - - - - - - - - - Deck Cadet 2 4 4 5 - - - - 2 4 4 5 Engine Cadet 2 2 2 3 - - - - 2 2 2 3 Total 310 288 288 302 119 120 121 122 429 408 409 424 Composition of On Shore Employees According to Age Age SUBSIDIARY COMPANY TOTAL 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 2007 2008 2009 30 Juni 2010 30 years 57 60 62 80 37 39 57 60 94 99 119 140 31 – 40 years 167 144 156 150 52 64 50 49 219 208 206 199 40 years 86 84 70 72 30 17 14 13 116 101 84 85 30 years 310 288 288 302 119 120 121 122 429 408 409 424 48 48 In order to conduct the business activities of the Company, the Issuer and its subsidiaries follow and comply with the Regulation of Minister of Transportation No.70 year 1998 concerning Manning of Trading Vessels. Limitation for foreign manpower to occupy certain positions consists of general and special limitations: 1. General Limitation is: The Issuer constitutes an Indonesian legal entity, and as such in accordance with Presidential Decree No.75 of the year 1995 concerning Utilization of Manpower of Foreign Citizenship Immigrant for Director of human resources and Commissioner can only be occupied by Indonesian Citizen and is prohibited from being occupied by Foreign Manpower. 2. Special limitation is limitation specially provided for companies engaged in the shipping sector. The said limitation is regulated in Attachment II to Letter of Decision of Minister of Manpower and Transmigration No. Kep-55Men1981 concerning Implementation of Limitation of Utilization of Manpower of Foreign Citizenship Immigrant in Transportation Sector Sea Transportation Sub sector. Based on this regulation, the positions allowed to be occupied by Foreign Manpower within a certain period of time are: Whereas subject to such limitation the Issuer has fulfilled the above stipulations and only places foreign manpower in positions allowed. Social Welfare for Employees and Crew Members Considering the importance of the roles of employees and crew members for the success and progress of the Company’s business, the Company continuously strives towards improvement in the quality and competence of employees and crew members and encourage the productivity and motivation of each employee by, among others:

a. Salary Increase System

The Company constantly adheres to and complies with Government requirements in corresponding to welfare among others salary reviews at least once a year pursuant to a decision of the Board of Directors and in form of salary and wage adjustments for On-Shore Employees in line with the performance level of employees as well as the inflation rate and above the minimum standard pay and Regional Minimum Wages UMR Upah Minimum Regional pursuant to the applicable regulations. Meanwhile salary reviews are also conducted for Crew Members at least once a year by taking into consideration the performance level of Crew Members, the types of vessels and other Government requirements. In applying the wage package, the Company strives to refer to the basic principle of a wage scheme namely by being internally comparative and externally competitive in the same industry.

b. Provision of Various Forms of Allowances and Facilities

The Company also provides a number of allowances and facilities which are expected to be able to drive improvement in the performance and productivity of employees and crew members of the Company. The allowances and facilities provided by the Company cover the following: � Regular provision of Hari Raya Allowance each year; � Provision of Healthcare Insurance for Employees and Crew Members; � Application of manpower insurance program through Jamsostek insurance for work related accidents. pension fund. death insurance; � Aid at the demise of employees; � Contribution for employees getting married; � Aid for employees experiencing force majeure; � Aid for children of employees showing excellent scholastic results; � Provision of sports and recreational facilities. as well as outings with families of employees; � Provision of representative religious facilities for proper nurturing of spiritual needs of employees. c. Training and Development Programs The Company is aware that together with efforts towards business development the Company should also balance this with development towards On-Shore Employees and crew members through education as well as training in an integrated and continuous manner, both in the aspects of knowledge, skills as well as improvement in competence based on the set development programs. The Company’s training program is divided into two groups: i In House Training conducted by the Company in form of general management ability improvement program, functional management and insight expansion program, financial 49 49 management, financial audit and information technology and others; and ii external training programs conducted by outside parties through training or seminars organized domestically or abroad. Internal training conducted by the Company is for both On-Shore Employees and each crew member prior to embarking on board the vessel. All crew members are required to follow such 5–day training prior to going on board as basic competence which must be mastered by all crew members. Meanwhile, refresher training is conducted for crew members who have finalized their work vacation sign-off or are in a rotation period. The training material provided to these crew members concerns among others concerns the reporting and communications system on board, observation towards safety and reporting on accidents on board, management of oil based fuel and on board risk management, in addition to other terms determined by the client in the framework of complying with their standard operating procedures. For the development of the performance system of crew members of vessels, the Company applies performance evaluations to obtain input from crew members in order to design career development needs needed by the crew members, including work compensation based on results of performance evaluation. In the meantime, in conducting retention of the best crew members that the Company employs, a Crew Rotation program for crew members is conducted for types of vessels used in the offshore industry. This Crew Rotation program is expected to improve the condition of their Psychological-mental condition since they are offered an opportunity to meet with families and socialize in their typical social environment. For the development of employees on land, the Company conducts English language courses for all its employees as well as internal training such as training on communications, integrity and leadership. d. Merit System Pursuant to a meeting resolution, the management provides appreciation in form of certificate of appreciation and or compensation to the employees based on performance assessments :

i. Performance Bonus

Provision of annual bonus for Employees assessed with good performance and the ability to achieve the targeted work goals. ii. Scholarship Provision of school financing facilities for Crew Members selected as the Best Crew. whether from the category of Officers DeckEngine or from the category of Vessel’s Crew ABK. iii. Appreciation for Period of Employment Awarding of medal and certificate for dedication of work for those employed for 5 years, 10 years, 15 years and 25 years. e. Company Regulations In hiring its employees, the Company refers to the Company Regulations promulgated on 6 October 2010 by Manpower and Transmigration Working Unit Disnakertrans of DKI Jakarta in its decision no 68022010 valid for two years until 6 October 2012 and reviewed by the Company every 2 years. The Company Regulations regulate the following stipulations: a. Probation period of 3 three months for new employees b. Base salary and allowances c. Providing of Tunjangan Hari Raya THR d. Application of manpower insurance program through Jamsostek e. Healthcare guarantee f. pension funds program for employees g. Providing of religious infrastructure aid for employees. h. training and development facilities. i. Compesation for employees terminated and resigned. In addition, in order to further guarantee the implementation of the above stipulations, the Company also provides its employees with an Employee Handbook. 50 50

f. Remuneration

The salaries and allowances paid to the Board of Commissioners and the Board of Directors of the Issuer were Rp.60,156 thousand, Rp.910,000 thousand and Rp.1,359,000 thousand, respectively, for years ending on 31 December 2008 and 2009 and for the period of 6 six months ending on 30 June 2010. The salaries and allowances paid to the Board of Commissioners are determined by the GMS. Meanwhile, the salaries, service money or allowances for members of the Board of Directors are determined by the GMS and such authorization can be delegated by the GMS to the Board of Commissioners. 5. Organizational Structure Ownership Scheme of Company Note: WJL : PT Wintermar Jaya Lestari DJL : PT Dwiprima Jaya Lestari RD : PT Ramanda Daminathan WT : PT Wintermar SMS : PT Sentosasegara Mulia Shipping ANN : PT Arial Niaga Nusantara PSV :PT PSV Indonesia HMO : PT Hammar Marine Offshore ABP : Abbeypure Pte Ltd S : Sugiman Layanto N : Nely Layanto � S N RD Issuer DJL WJL ANN SMS WT 48,54 37,20 11,62 1,32 1,32 99.51 99.51 99.51 HMO PSV 51.00 60.00 ABP 100.00 Layanto Family 100.0 Layanto Family 100.00 Sutjipto Family 100.00 Board of Commissioners Managing Director Audit Committee Operations Technical Logistics Crewing QHSE Quality, Health, Safety and Environment HR IT Building Management Administration Tender Client Management Accounting Finance Tax Fleet Division General Affairs Marketing Business Development Internal Audit Corporate Secretary Legal Corporate Planning Corporate New building New vessels New Building Projects Finance 51 51 The Company comprises the Issuer and its subsidiaries, namely PT Wintermar, PT Sentosasegera Mulia Shipping, PT Arial Niaga Nusantara, PT PSV Indonesia, PT Hammar Marine Offshore, and Abbeypure Pte Ltd, all of which are engaged in shipping sector and investment sector Abbeypure Pte Ltd.

6. Management and Supervisory Relationship with Subsidiaries

The management and Supervisory relationship with Subsidiaries is as follows: Party Company Shareholder Subsidiary WJL DJL RD WT SMS ANN PSV HOM Jonathan Jochanan PK KI - - - - - - - - Johnson Williang Sutjipto K - - D PS - PK PS PD PS - - Darmawan Layanto K PS - - PK - - K PD Sugiman Layanto PD K PS K - PD PS PD PK PD - Nely Layanto D PD PS PS - D K D - K Ooi Ka Lok D - - - - - - - - Herman Santoso DTA - - - - - - - - Philippe Surrier D - - - - - - - - Layanto Family Sutjipto Family Note: PK : President Commissioner KI : Independent Commissioner K : Commissioner PD : President Director D : Director DTA : Non-Affiliated Director

7. Brief History on Shareholders which are in the Forms of Legal Entities

a. PT Wintermar Jaya Lestari “WJL” Summary

WJL was established based on Deed of Establishment No. 10 dated 7 December 1995, made before Helena Kuntoro, S.H., Notary in Jakarta. Such deed was ratified by Minister of Justice Republic of Indonesia by virtue of Decree of Minister of Justice Republic of Indonesia Number C2-3384.HT.01.01.TH.96 dated 1 March 1996, registered in the Registrar Office of North Jakarta District Court on 22 October 1996 under No.531Leg1996 and announced in the State Gazette Republic of Indonesia on 8 November 1996 under No.90, Supplement No.92461996. WJL’s Articles of Associations have been amended several times. The latest amendment of WJL’s Articles of Associations is in regard to change of the company’s domicile, based on Deed of Statement of Meeting Resolutions No.2, dated 2 June 2009, made before Achmad Bajumi,S.H., MH., Notary in Jakarta. Such deed was approved by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree of Minister of Law and Human Rights Republic of Indonesia dated 21 July 2009 No.: AHU-33896.AH.01.02.Year 2009, registered in the Corporate Registry under No. AHU-0044522.AH.01.02.Year 2009 on 21 July 2009. Purposes and Objectives Purposes and objectives of WJL are to engage and establish business in the fields of trading, industry, development, services, mining and agricultural. Business activity of WJL is investment holding company. Capital Structure Based on Deed of Statement of Meeting Resolutions No. 18 dated 12 November 2008, made before Achmad Bajumi, S.H., MH., Notary in Jakarta, the capital structure and shareholder composition of WJL are as follows: 52 52 Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 10,000 10,000,000,000 Issued and Paid Up Capital - Sugiman 1,768 1,768,000,000 44.200 - Darmawan Layanto Surachman 669 669,000,000 16.725 - Nely Layanto 669 669,000,000 16.725 - Lina Layanto Surachman 669 669,000,000 16.725 - Muriani 225 225,000,000 5.625 Total Issued and Paid Up Capital 4,000 4,000,000,000 100.00 Shares in Portfolio 6,000 6,000,000,000 Supervision and Management Based on Deed of Statement of Meeting Resolutions No. 18, dated12 November 2008, made before Achmad Bajumi, S.H., MH., Notary in Jakarta, the compositions of board of directors and board of commissioners of WJL are as follows: Commissioner : Sugiman President Director : Nely Layanto Director : Lina Layanto Surachman Summary of Material Financial Data Balance Sheets in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 191,876 189,882 271,268 7,788,435 Non Current Assets 5,952,153 5,692,567 5,432,980 5,303,187 Other Assets 102,528,305 111,763,764 134,255,302 126,772,064 Total Assets 108,672,333 117,646,213 139,959,550 139,863,687 Current Liabilities 2,878,834 3,553,973 205,516 222,153 Non current liabilities - - - - Equity 4,000,000 4,000,000 4,000,000 4,000,000 Total Liabilities Equity 108,672,333 117,646,213 139,959,550 139,863,687 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue 356,400 356,400 3,818,250 301,086 Gross Profit 22,177,310 8,298,741 25,661,794 112,501 Net Income Loss 356,400 356,400 3,818,250 301,086

b. PT Dwiprima Jaya Lestari “DJL”

Summary DJL was established under the name of PT Pelayaran Dwiprima Jayalestari pursuant to Deed of Establishment No. 42, dated 21 July 1994, made before Helena Kuntoro, S.H., Notary in Jakarta. Such deed was ratified by Minister of Justice Republic of Indonesia by virtue of Decree of Minister of Justice Republic of Indonesia Number C2-8136.HT.01.01.TH.95 dated 29 June 1995, registered in the Central Jakarta District Court on 27 September 1995 under No.14921995 and announced in the State Gazette Republic of Indonesia on 31 October 1995 under No.87, Supplement No.90351995. 53 53 DJL’s Articles of Associations have been amended several times. The latest amendment of DJL’s Articles of Associations is in regard to change of company’s name to become PT Dwiprimajaya Lestari, its purposes and objectives and amendment of the company’s Articles of Associations to be adjusted with Law Number 40 of 2007 on Limited Liability Companies, pursuant to Deed of Statement of Meeting Resolutions No. 41, dated 26 November 2008, made before Achmad Bajumi,S.H., MH., Notary in Jakarta. Such deed was approved by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree of Minister of Law and Human Rights Republic of Indonesia dated 30 April 2009 No.: AHU-17567.AH.01.02.Year 2009, registered in the Corporate Registry under No. AHU-0022463.AH.01.09.Year 2009 on 30 April 2009 and announced in the State Gazette Republic of Indonesia on 30 June 2009 under No.52 Supplement No. 171682009. Purposes and Objectives DJL’s purposes and objectives are to engage and establish business in the fields of trading, manufacturing development, services, mining, and developer. Business activity of DJL is investment holding company. Capital Structure Based on Deed of Statement of Meeting Resolutions No.41, dated 26 November 2008, made before Achmad Bajumi, S.H., MH., Notary in Jakarta, the capital structure and shareholder composition of DJL are as follows: Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 500 500,000,000 Issued and Paid Up Capital - Mr. Sugiman 400 400,000,000 80.00 - Mrs. Nely Layanto 100 100,000,000 20.00 Total Issued and Paid Up Capital 500 500,000,000 100.00 Shares in Portfolio - - Supervision and Management Based on Deed of Statement of Meeting Resolutions No. 41, dated 26 November 2008, made before Achmad Bajumi, S.H., MH., Notary in Jakarta, the compositions of board of directors and board of commissioners of WJL are as follows: Commissioner : Sugiman Director : Endo Rasdja Summary of Material Financial Data Balance Sheets in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 4,297,734 4,334,746 4,167,529 9,276,650 Non current assets 2,546,146 2,363,892 24,682,388 24,592,511 Other Assets 434,016 7,108,203 22,744,465 18,508,873 Total Assets 7,277,896 13,806,840 51,594,382 52,378,035 Current Liabilities 48,072 1,391,483 322,326 174,862 Non current liabilities - - 23,942,410 24,058,493 Equity 500,000 500,000 500,000 500,000 Total Liabilities Equity 7,277,896 13,806,840 51,594,382 52,378,035 54 54 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue 2,340,078 1,451,775 1,239,345 26,390 Gross Profit 1,116,520 5,185,533 14,914,288 815,036 Net Income Loss 2,340,078 1,451,775 1,239,345 26,390

c. PT Ramanda Daminathan “RD”

Brief Summary RD was established pursuant to Deed of Establishment No. 171, dated 25 April 2008, made before Heniwati Ridwan, S.H., Notary in Palembang. Such deed was approved by the Minister of Law and Human rights Republic of Indonesia by virtue of Decree of Minister of Law and Human Rights Republic of Indonesia dated 6 June 2008 under No.: AHU-30895.AH.01.01.Year 2008, registered in the Corporate Registry under No. AHU-0045133.AH.01.09.Year 2008 on 6 June 2008. Purposes and Objectives RD’s purposes and objectives are to engage and establish business in the fields of trading, workshop affairs and services. Business activity of RD is investment holding company. Capital Structure Based on Deed of Establishment No. 171, dated 25 April 2008, made before Heniwati Ridwan, S.H., Notary in Palembang, RD’s capital structure and shareholder composition are as follows: Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 1,000 1,000,000,000 Issued and Paid Up Capital - Mr. Johnson Williang Sutjipto 225 225,000,000 90.00 - Mrs. Elly Tetty 25 25,000,000 10.00 Total Issued and Paid Up Capital 250 250,000,000 100.00 Shares in Portfolio 750 750,000,000 Supervision and Management Based on Deed of Establishment No. 171, dated 25 April 2008, made before Heniwati Ridwan, S.H., Notary in Palembang, the compositions of board of directors and board of commissioners of RD are as follows: Commissioner : Elly Tetty Director : Johnson Williang Sutjipto Summary of Material Financial Data Balance Sheets in thousand Rupiah Remarks 31 December 30 June 2008 2009 2010 Current Assets 250,000 572,212 539,559 Non current assets - - - Other Assets - 33,250,000 33,250,000 Total Assets 250,000 33,822,212 33,789,559 Short term liabilities - 31,617,713 36,000 Non current liabilities - 2,820,000 30,001,900 Equity 250,000 615,501 3,751,658 Total Liabilities Equity 250,000 33,822,212 33,789,559 55 55 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2008 2009 2010 Revenue - 4,062 4,323,831 Operating Expenses - 869,562 43,328 Operating Income Loss - 865,501 4,367,159 Net Income Loss - 865,501 4,367,159

8. Brief Summary on Subsidiaries

The Company performs its business activities both through the Issuer and its Subsidiaries. The following are the names of Subsid- iaries where the Issuer has a direct equity participation with ownership of 50.00 fifty percent or more: No, Name of Subsidiary Business Activity Percentage of Shares Year of Equity Participation Year of Commercial Operation 1 PT Wintermar Shipping 99.5 2009 1971 2 PT Sentosasegara Mulia Shipping Shipping 99.5 2008 1995 3 PT Arial Niaga Nusantara Shipping 99.5 2008 1997 4 PT Hammar Marine Offshore Shipping 60 2008 2010 5 PT PSV Indonesia Shipping 51 2010 2010 6 Abbeypure Pte Ltd Investment 100 2010 2010

a. PT Wintermar “WT” Brief Summary

WT was established under the name of “PT Worldwide International Mariner Co, Ltd, ” “PT Wintermar” pursuant to Deed of Establishment No, 12 dated 24 September 1970 made before Mrs. Adasiah Harahap, S.H., Notary in Jakarta and was ratified by the Minister of Justice Republic of Indonesia by virtue of its decree No, J,A, 53425 dated 24 February 1971 and registered in register book in Jakarta District Court under No. 738 and announced in State Gazette Republic of Indonesia No. 25 dated 26 March 1971,Supplement No. 149. WT’s articles of associations were last amended based on Deed of Statement of Shareholders Resolutions No. 01 Dated 2 November 2009, made before Noerbaety Ismail, S.H., M.kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of decree No, AHU-55860.AH.01.02.Year 2009 dated 17 November 2009 and registered in Corporate Registry Number AHU-0076253.AH.01.09.Year 2009 dated 17 November 2009 and based on Notary Statement Letter No. 144SKNOTVIII2010 dated 11 August 2010 issued by Noerbaety Ismail, S.H., M.kn, Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and Supplement to State Gazette of Deed of Statement of Shareholders Resolutions No. 01 Dated 2 November 2009 is currently being processed, whereas the shareholders have agreed to increase the authorized and issued and paid up capital of the company. Purposes and Objectives WT’s purposes and objectives are to engage in the shipping sector. Business activities of WT are to own and operate vessels and management of vessels management. Capital Structure Based on Deed of Statement of Meeting Resolutions No, 01 Dated 2 November 2009, made before Noerbaety Ismail, S.H., M.kn., Notary in Jakarta, the deed of which has been approved by the Minister of Law and Human Rights by virtue of decree No. AHU-55860.AH.01.02.Year 2009 dated 17 November 2009 and registered in Corporate Registry Number AHU-0076253.AH.01.09. Year 2009 dated 17 November 2009 and, based on Notary Statement Letter No. 144SKNOTVIII2010 dated 11 August 2010 issued by Noerbaety Ismail, S.H., M.Kn, Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and Supplement to State Gazette of Deed of Statement of Shareholders Resolutions No. 01 Dated 2 November 2009 is currently being processed, WT’s capital structure is as follows: Authorized Capital : Rp.984,000,000,000 nine hundred and eighty four billion Rupiah consisting of 984,000 nine hundred and eighty four thousand shares, each share having a nominal value of Rp.1,000,000,00 one million Rupiah, Issued and Paid Up Capital : Rp.254,000,000,000 two hundred and fifty four billion Rupiah consisting of 254,000 two hundred and fifty four thousand shares, 56 56 The shareholder composition of WT, pursuant to Deed of Statement of Shareholders Resolutions No. 21 Dated 30 December 2009 as reinstated in Deed of Statement of Shareholders Resolutions No. 26 dated 29 March 2010, both deeds were made before Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been notified to Minister of Law and Human Rights in accordance with letter of receipt of notification of change in Company data No.AHU-AH.01.10.14748 dated 16 June 2010 and has been registered in Corporate Registry Number AHU-0045180.AH.01.09.Year 2010 dated 16 June 2010 and based on Notary Statement Letter Number 159SKNOTVIII2010 issued by Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and Supplement to State Gazette Republic of Indonesia on Deed of Statement of Shareholders Resolutions Number 26 dated 29 March 2010 is currently being processed, is as follows: Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 984,000 984,000,000,000 Issued and Paid Up Capital - Sugiman Layanto 1,240 1,240,000,000 0.5 - Issuer 252,760 252,760,000,000 99.5 Total Issued and Paid Up Capital 254,000 254,000,000,000 100.00 Shares in Portfolio 730,000 730,000,000,000 Supervision and Management The compositions of WT’s board of directors and board of commissioners pursuant to Deed of Statement of Shareholders Resolutions No, 4 Dated 1 July 2010, made before Noerbaety Ismail, S.H. M.Kn, Notary in Jakarta, the deed of which has obtained evidence of notification from Minister of Law and Human Rights by virtue of Letter No. AHU-AH.01.10-20152 dated 6 August 2010 and has been registered in Corporate Registry No.AHU-0059177.AH.01.09.Year 2010 dated 6 August 2010, are as follows: Board of Commissioners President Commissioner : Darmawan Layanto Commissioner : H. Sapari Board of Directors President Director : Sugiman Layanto Director : Nely Layanto Director : Lawrence Gen Hung Lee Summary of Material Financial Data The following table displays summary of material financial data from which figures are quoted and calculated based on the Company’s Financial Statements for the years ended 31 December 2007, 2008 and 2009 and for the 6 six month-period ended 30 June 2010, which has been audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto in accordance with the auditing standards established by IAPI with unqualified opinion. Balance Sheets in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 124,927,269 97,174,291 83,183,927 161,239,547 Non current assets 266,354,768 358,842,128 445,891,762 444,961,718 Total Assets 391,282,037 456,016,419 539,075,687 606,255,265 Short Term Liabilities 91,082,418 72,448,212 98,708,087 136,810,116 Non current liabilities 115,102,379 147,230,131 179,901,204 181,197,598 Equity 185,097,240 236,338,076 260,466,397 288,247,550 Total Liabilities Equity 391,282,037 456,016,419 539,075,687 606,255,265 57 57 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended 30 June 2007 2008 2009 2010 Revenue 261,265,764 256,877,775 309,164,216 215,365,319 Direct and Operating Expenses 216,985,998 211,042,552 264,774,118 186,973,432 Operating Income Loss 44,279,767 45,835,223 44,890,097 28,391,887 Net Income Loss 36,895,627 50,768,527 65,438,190 27,758,155 Financial Analysis b. Net income for the year ended 31 December 2009 was Rp.65,438 million, increasing by Rp.14,670 million, or 28,89, from 2008. The increase in the net income for the year ended 31 December 2009 was mainly caused by the gain from difference in exchange value – Net amounting to Rp.23,377 million from the loan in US Dollar and profit from sale of shares investment amounting to Rp.16,487 million generated from transfer of shares of PT Swakarya Mulia Shipping Perseroan to RD which constituted a restructuring step relating to the Public Offering plan.

c. PT Sentosasegara Mulia Shipping “SMS” Brief Summary

SMS was established under the name of “PT SENTOSASEGARA MULIA SHIPPING” pursuant to Deed of Establishment No.96 dated 14 December 1994 made before Lely Roostiati Yudo Paripurno, S.H., Notary in Jakarta, the deed of which was ratified by Minister of Justice Republic of Indonesia by virtue of Decree No.C2-3.132.HT. 01.01.TH.95 dated 28 February 1995 and announced in State Gazette Republic of Indonesia No.6 dated 20 January 1998, Supplement No.407. SMS’ Articles of Associations were lastly amended pursuant to Deed of Statement of Shareholders Resolutions No. 26 dated 24 November 2009 made before Noerbaity Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-60393.AH.01.02.Year 2009 dated 10 December 2009 and registered in Corporate Registry No. AHU-0082623.Ah.01.09.Year 2009 dated 10 December 2009. Such deed amended SMS’s articles of associations in whole and adjusted them to conform to Law Number 40 Year 2007 on Limited Liability Companies. Purposes and Objectives SMS’ purposes and objectives are to engage in the shipping services sector. Business activities of SMS are as owner and operator of vessels. Capital Structure The capital structure of SMS was lastly amended pursuant to Deed of Statement of Shareholders Resolutions No. 26 dated 24 November 2009, made before Noerbaity Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-60393.AH.01.02.Year 2009 dated 10 December 2009 and registered in Corporate Registry No. AHU-0082623.AH.01.09.Year 2009 dated10 December 2009, the capital structure of SMS is as follows: Authorized Capital : Rp.320,000,000,000 three hundred and twenty billion Rupiah which consists of a. 1,000 one thousand shares, each share having a nominal value of Rp.1,000,000 one million Rupiah; and b. 31,900,000 thirty one million and nine hundred thousand shares, each share having a nominal value of Rp.10,000,00 ten thousand Rupiah; Issued and Paid Up Capital : a. Rp.1,000,000,000 one billion Rupiah, each share having a nominal value of Rp.1,000,000 one million Rupiah; and b. Rp.81,399,900,000.00 eighty one billion three hundred ninety nine million and nine hundred thousand Rupiah, each share having a nominal value of Rp.10,000.00 ten thousand Rupiah; 58 58 The current shareholder composition of SMS is as set forth in Deed of Statement of Shareholders Resolutions No. 26 dated 24 November 2009 made before Noerbaity Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-60393.AH.01.02.Year 2009 dated 10 December 2009 and registered in Corporate Registry No.AHU-0082623.AH.01.09.Year 2009 dated 10 December 2009, is as follows: Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah and Rp.10,000.- ten thousand Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital a. Nominal of Rp.1,000,000 one million Rupiah Each Share 1,000 1,000,000,000 b. Nominal of Rp.10,000 ten thousand Rupiah Each Share 31,900,000 319,000,000,000 320,000,000,000 Issued and Paid Up Capital a. Nominal of Rp.1,000,000 one million Rupiah Each Share - Johnson Williang Sutjipto 290 290,000,000 0.15 - PT Wintermarjaya Lestari 700 700,000,000 0.35 - PT Wintermar Offshore Marine formerly PT Swakarya Mulia Shipping 10 10,000,000 99.51 Total 1,000 1,000,000,000 100.00 b. Nominal of Rp.10,000 ten thousand Rupiah Each Share - Johnson Williang Sutjipto 11,450 114,500,000 0.15 - PT Wintermarjaya Lestari 27,650 276,500,000 0.35 - PT Wintermar Offshore Marine formerly PT Swakarya Mulia Shipping 8,100,890 81,008,900,000 99.51 Total 8,139,990 81,399,900,000 100.00 Total Issued and Paid Up Capital Shares in Portfolio – Nominal of Rp.1,000,000.- - - Shares in Portfolio – Nominal Rp.10,000.- 23,760,010 237,600,100,000 Classification of shares into shares with nominal value of Rp.1,000,000.- one million Rupiah and Rp.10,000.- ten thousand Rupiah does not differentiate the rights and obligations attached to the shareholders holding such shares. Management and Supervision The compositions of SMS’s board of directors and board of commissioners pursuant to Deed of Statement of Shareholders Resolutions No.2 Dated 1 July 2010, made before Noerbaety Ismail, S.H. M.Kn, Notary in Jakarta, the deed of which has obtained evidence of notification from Minister of Law and Human Rights by virtue of Letter No. AHU-AH.01.10-18245 dated 20 July 2010 and has been registered in Corporate Registry No.AHU-0054329.AH.01.09.Year 2010 dated 20 July 2010, are as follows: Board of Commissioners President Commissioner : Johnson Williang Sutjipto Commissioner : Nely Layanto Board of Directors President Director : Sugiman Layanto Director : Endo Rasdja Summary of Material Financial Data The following table displays summary of material financial data from which figures are quoted and calculated based on the Company’s Financial Statements for the years ended 31 December 2007, 2008 and 2009 and for the 6 six month-period ended 30 June 2010, which has been audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto, in accordance with the auditing standards established by IAPI, with unqualified opinion. 59 59 Balance in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 18,104,213 19,584,184 20,707,228 18,684,938 Non current assets 117,350,263 104,521,960 97,993,605 102,049,082 Total Assets 135,454,476 124,106,143 118,700,833 120,734,020 Short Term Liabilities 32,784,534 20,360,583 17,988,963 14,692,550 Non current liabilities 41,583,493 31,222,867 12,773,608 6,371,237 Equity 61,086,449 72,522,693 87,938,260 99,670,234 Total Liabilities Equity 135,454,475 124,106,143 118,700,833 120,734,020 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue 42,834,908 47,123,028 43,094,141 24,257,365 Direct and Operating Expenses 14,300,677 19,520,137 25,869,553 11,716,483 Operating Income Loss 28,534,231 27,602,891 17,224,588 12,540,882 Net Income Loss 19,168,878 9,436,244 15,415,667 11,731,973 Financial Analysis SMS’ fleet increased in 2007 by two vessels, which were received respectively in the beginning of the year and the fourth quarter. These vessels were partly in operation during 2007 and in full operation during 2008. These vessels were purchased through loans starting from 2007. This caused a decrease in annual liabilities. On 30 June 2010, the total liabilities of SMS was Rp.20,064 million, experiencing a decrease amounting to Rp.9,699 million or approximately 31.53. The decrease was due to a payment made on bank loans. As of 31 December 2009, the total liabilities of SMS amounted to Rp.30,762 million, experiencing a decrease amounting to Rp.20,821 million or approximately 40.36 compared to 31 December 2008. This decrease was due to a payment made on bank loans. As of 31 December 2008, total liabilities of SMS amounted to Rp.51,583 million, a decrease of Rp.22,785 million or approximately 30.64 compared to 31 December 2007. This decrease was due to a payment made on bank loans and payment of other liabilities. In the year ended 31 December 2008, direct expenses and operating expenses of SMS amounted to Rp.19,520 million or experiencing an increase amounting to Rp.5,219 million or approximately 36.50. This increase was because of the increase in maintenance expenses, crew expenses, vessels operations, and fuel and lubricants due to two new vessels in 2007 and 2008. In the year ended 31 December 2009, direct expenses and operating expenses of SMS amounted to Rp.25,870 million or experiencing an increase amounting to Rp.6,349 million or approximately 32.53. This increase was caused by increase in salary, vessels operations, fuel and lubricants, and vessels charter. In the year ended 31 December 2008, net income of SMS amounted to Rp.9,436 million or experiencing a decrease amounting to Rp.9,732 million or approximately 50.77. This increase was caused by the increase in direct expenses, operating expenses, and amortization expenses. In the year ended 31 December 2009, net income of SMS amounted to Rp.15,416 million or experiencing an increase amounting to Rp.5,979 million or approximately 63.37. This increase was caused by payment made on bank loans, thus decreasing interest expenses, and since SMS’s debts are denominated in US Dollar, profit from difference in exchange value – net, caused by increase in Rupiah currency to US Dollar currency.

d. PT Arial Niaga Nusantara “ANN” Brief Summary

ANN was established under the name of “PT ARIAL NIAGA NUSANTARA” pursuant to Deed of Establishment No.120 dated 23 April 1997 made before Mrs. Heniwati Ridwan, S.H., Notary in Palembang, the deed of which was ratified by Minister of Justice Republic of Indonesia by virtue of Decree No.C2-7544.HT.01.01.TH.97 dated 1 August 1997, registered in Company Registration 60 60 Office of Palembang City under No.055BH.06.06XI1997 dated 15 November 1997 and announced in State Gazette Republic of Indonesia No.6 dated 20 January 1998, Supplement to State Gazette No.407. ANN’s Articles of Associations were lastly amended pursuant to Deed of Statement of Shareholders Resolutions of PT Arial Niaga Nusantara No. 37 dated 26 November 2009 made before Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No. AHU-09178.AH.01.02 Year 2010 dated 19 February 2010 and registered in Corporate Registry No. AHU-0013575.AH.01.09.Year 2010 dated 19 February 2010. Purposes and Objectives ANN’s purposes and objectives are to engage in the shipping services sector. Business activities of ANN are as owner and operator of vessels and investment holding company. Capital Structure The current capital structure of ANN is as set forth in Deed of Statement of Shareholders Resolutions of PT Arial Niaga Nusantara No. 37 dated 26 November 2009, made before Noerbaety Ismail, S.H., M.Kn., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-09178.AH.01.02 Year 2010 dated 19 February 2010 and registered in Corporate Registry No, AHU-0013575.AH.01.09. Year 2010 dated 19 February 2010: Authorized Capital : Rp.137,000,000,000 one hundred and thirty seven billion Rupiah which consists of 1,000 one thousand shares, each having a nominal value of Rp.1,000,000 one million Rupiah and 13,600,000 thirteen million and six hundred thousand shares, each having a nominal value of Rp.10,000 ten thousand Rupiah; Issued and Paid Up Capital : Rp.1,000,000,000 one billion Rupiah which consists of 1,000 one thousand shares, each having a nominal value of Rp.1,000,000 one million rupiah and Rp.33,399,900,000 thirty three billion three hundred and ninety nine million nine hundred thousand Rupiah which consists of 3,339,990 three million three hundred and thirty nine thousand nine hundred ninety shares, each having a nominal value of Rp.10,000 ten thousand Rupiah, Until the date of this Legal Due Diligence Report, ANN’s shareholder composition is as set forth in Deed of Statement of Share- holders Resolutions of PT Arial Niaga Nusantara No. 37 dated 26 November 2009, made before Noerbaety Ismail, S.H., Notary in Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of decree No. AHU-09178.AH.01.02 Year 2010 dated 19 February 2010 and registered in Corporate Registry No. AHU-0013575.AH.01.09.Year 2010 dated 19 February 2010. Stock Capital With Nominal Value of Rp.1,000,000.- one million Rupiah and Rp.10,000.- ten thousand Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital a. Nominal of Rp.1,000,000 one million Rupiah Each Share 1,000 1,000,000,000,- b. Nominal of Rp.10,000 ten thousand Rupiah Each Share 13,600,000 136,000,000,000,- Total 13,601,000 137,000,000,000,- Issued and Paid Up Capital a. Nominal of Rp.1,000,000 one million Rupiah Each Share - Johnson Williang Sutjipto 790 790,000,000 0.39 - Elly Tety 200 200,000,000 0.10 - Issuer 10 10,000,000 99.51 Total 1,000 1,000,000,000 100.00 b. Nominal of Rp.10,000 ten thousand Rupiah Each Share - Johnson Williang Sutjipto 12,340 123,400,000 0.39 - Elly Tety 3,120 31,200,000 0.10 - Issuer 3,324,530 33,245,300,000 99.51 Total 3,339,990 33,399,900,000 100.00 61 61 Total Issued and Paid Up Capital 3,340,990 34,399,900,000 Shares in Portfolio – Nominal of Rp.1,000,000.- - - Shares in Portfolio – Nominal Rp.10,000.- 10,260,010 102,600,100,000 Classification of shares into shares with nominal value of Rp.1,000,000.- one million Rupiah and Rp.10,000.- ten thousand Rupiah does not differentiate the rights and obligations attached to the shareholders holding such shares. Supervision and Management The compositions of ANN’s board of directors and board of commissioners pursuant to Deed of Statement of Shareholders Resolutions No.5 Dated 1 July 2010, made before Noerbaety Ismail, S.H. M.Kn, Notary in Jakarta, the deed of which has obtained evidence of notification from Minister of Law and Human Rights by virtue of Letter No. AHU-AH.01.10-18427 dated 20 July 2010 and has been registered in Corporate Registry No. AHU-0054331.AH.01.09.Year 2010 dated 20 July 2010, ANN’s compositions of board of directors and board of commissioners are as follows: Board of Commissioners President Commissioner : Sugiman Layanto Commissioner : Elly Tetty Board of Directors President Director : Johnson Williang Sutjipto Director : Nely Layanto Summary of Material Financial Data The following table displays summary of material financial data from which figures are quoted and calculated based on the Com- pany’s Financial Statements for the years ended 31 December 2007, 2008 and 2009 and For the 6 six month-period ended 30 June 2010, which has been audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto, in accordance with the auditing standards established by IAPI, with unqualified opinion. Balance in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 10,306,973 7,965,749 15,461,768 17,590,285 Non current assets 73,381,567 71,649,263 65,893,591 65,614,145 Total Assets 83,688,540 79,615,012 81,355,358 83,204,430 Short Term Liabilities 14,581,060 14,135,402 12,312,394 12,073,509 Non current liabilities 51,052,959 38,252,021 21,649,312 16,378,420 Equity 18,054,521 27,227,589 47,393,651 54,752,501 Total Liabilities Equity 83,688,540 79,615,012 81,355,358 83,204,430 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue 18,860,030 35,150,642 41,201,697 18,748,219 Direct and Operating Expenses 10,921,866 17,010,678 19,905,864 9,579,030 Operating Income Loss 7,938,164 18,139,964 21,295,833 9,169,188 Net Income Loss 5,243,490 7,173,068 20,166,163 7,358,850 Financial Analysis Additional two vessels in 2007, and one new AHT vessel in 2008 and the completion of the newly built vessels. This caused the increase in revenues in 2008 and 2009. Liabilities experienced a decrease due to payment made annually on principal and interest. 1 As of 31 December 2009, the total liabilities of ANN amounted to Rp.33,962 million, experiencing a decrease amounting to Rp.18,426 million or approximately 35.17 compared to 31 December 2008 due to payment made on financing lease debt. Total equities of ANN also experienced an increase amounting to Rp.20,166 million or approximately 74.06 compared to the year 62 62 ended 31 December 2008 originated from net income. Net income of ANN amounted to Rp.20,166 million, experiencing an increase of Rp.12,933 million or approximately 181.1. 2 In the year ended 31 December 2008, the total liabilities decreased from Rp.65,634 million as of 31 December 2007 to Rp.52,387 million as of 31 December 2008, while total equities of ANN amounted to Rp.27,228 million as of 31 December 2008, experiencing an increase of Rp.9,173 million, or approximately 50.81, compared to 31 December 2007, due to net income of Rp.7,173 million. The new AHT vessel started its operations in 2008, where the direct expenses and operating expenses of ANN amounted to Rp.17,011 million, experiencing an increase of Rp.6,090 million or approximately 55,76. However, due to the increase in income generated by the increase in revenues from vessels chartering, ANN experienced an increase of Rp.16,290 million or approximately 86.38 to Rp 35,150 million. In the year ended 31 December 2008, net income of ANN amounted to Rp.7,173 million, an increase of Rp.1,929 million or approximately 36.8.

e. PT Hammar Marine Offshore “HMO” Brief Summary

HMO was established under the name of “PT BALAYAR UTAMA PRATAMA” pursuant to Deed of Establishment No.53 dated 19 December 1996 made before Trisnawati Mulia, S.H., Notary in Jakarta, the deed of which was ratified by Minister of Justice Republic of Indonesia by virtue of Decree No.C2-6321.HT.01.01.TH.1997 dated 8 July 1997 and registered in North Jakarta Company Registration Office under No.398BH.09.01VIII1997 dated 27 August 1997. HMO’s Articles of Associations were lastly amended pursuant to Deed of Statement of Shareholders Resolutions No. 2 dated 2 April 2009 made before Achmad Bajumi, S.H., Notary in North Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No. AHU-17822.AH.01.02.Tahun 2009 dated 1 May 2009 and registered in Corporate Registry No. AHU-0022778.AH.01.09.Year 2009 dated 1 May 2009 and announced in State Gazette Republic of Indonesia No. 52 dated 30 June 2009, Supplement No. 17167. Such deed amended article 1 paragraph 1, article 4, amended HMO’s articles of associations in whole to conform to Law Number 40 Year 2007 on Limited Liability Companies, and changed HMO’s name to become ”PT Hammar Marine Offshore”. Purposes and Objectives HMO’s purposes and objectives are to engage in the shipping services sector. Business activities of HMO are as owner and operator of vessels. Capital Structure The current capital structure of HMO as lastly amended pursuant to Deed of Statement of Shareholders Resolutions And Amendment of Articles of Associations No.2 dated 2 April 2009, made before Achmad Bajumi, S.H., Notary in North Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-17822.AH.01.02 Year 2009 dated 1 May 2009 and registered in Corporate Registry No. AHU-0022778.AH.01.02.Year 2009 dated 1 May 2009 and announced in State Gazette Republic of Indonesia No. 52 dated 30 June 2009, Supplement No. 17167, HMO’s capital structure is as follows: Authorized Capital : Rp.10,000,000,000,00 ten billion Rupiah which consists of 10,000 ten thousand shares, each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid Up Capital : Rp.4,000,000,000,00 four billion Rupiah which consists of 4,000 four thousand shares, On the date of this Legal Due Diligence Report, the latest shareholder composition of HMO as set forth in Deed of Statement of Shareholders Resolutions And Amendment of Articles of Associations No.2 dated 2 April 2009, made before Achmad Bajumi, S.H., Notary in North Jakarta, the deed of which has been approved by Minister of Law and Human Rights by virtue of Decree No AHU-17822.AH.01.02 Year 2009 dated 1 May 2009 and registered in Corporate Registry No. AHU-0022778.AH.01.02.Year 2009 dated 1 May 2009 and announced in State Gazette Republic of Indonesia No. 52 dated 30 June 2009, Supplement No. 17167, is as follows: 63 63 Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 10,000 10,000,000,000 Issued and Paid Up Capital - Issuer 2,400 2,400,000,000 60.00 - PT Hamdok Argokaravi Raya 1,600 1,600,000,000 40.00 Total Issued and Paid Up Capital 4,000 4,000,000,000 100.00 Shares in Portfolio 6,000 6,000,000,000 Supervision and Management On the date of this Legal Due Diligence Report, the compositions of board of directors and board of commissioners of HMO as set forth in Deed of Statement of Meeting Resolutions No. 2 dated 2 April 2009 made before Achmad Bajumi, S.H., Notary in Jakarta, are as follows: Board of Commissioners President Commissioner : Haminoto Commissioner : Nely Layanto Board of Directors President Director : Darmawan Layanto Director : Rio Yovian Haminoto Summary of Material Financial Data The following table displays summary of material financial data from which figures are quoted and calculated based on the Company’s Financial Statements for the years ended 31 December 2007 and 2008 which were not audited and for the year ended 31 December 2009, and for the 6 six month-period ended 30 June 2010, which has been audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto, in accordance with the auditing standards established by IAPI, with unqualified opinion. Balance in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets 260,000 1,050,328 1,031,995 744,330 Non current assets -- 10,102,534 21,382,489 24,122,710 Total Assets 260,000 11,152,862 22,414,484 24,867,040 Short Term Liabilities -- 3,730 282,866 75,515 Non current liabilities -- 7,117,500 16,450,000 18,620,150 Equity 260,000 4,031,632 5,681,618 6,171,375 Total Liabilities Equity 260,000 11,152,862 22,414,484 24,867,040 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue -- -- -- -- Direct and Operating Expenses -- 20,296 43,593 18,192 Operating Income Loss -- 20,296 43,593 18,192 Net Income Loss -- 31,632 1,649,986 489,756 64 64 Financial Analysis HMO has only one vessel under construction, with completion targeted in early 2011. During 2008 and 2009, HMO acquired funds for vessels construction. These funds originated from loans from shareholders and equities. In 2008 and 2009, based on the phase of construction of the said vessel, HMO’s “assets in progress” increased, and so did its equities and liabilities. In 2008, the total assets of HMO amounted to Rp.11,153 million, experiencing an increase of Rp.10,893 million or approximately 4,189.56, compared to 31 December 2007. This increase was due to the increase in advance payment for vessels purchase. Meanwhile, in the year ended 31 December 2009, the total assets of HMO increased by Rp.11,292 million or approximately 100.98, amounting to Rp 22,414 million compared to 31 December 2008. This increase was due to the increase in advance payment for vessels purchase. As of 31 December 2008, the total liabilities of HMO amounted to Rp.7,121 million experiencing an increase of Rp.7,121 million. This increase was due to related parties debts. In the year ended 31 December 2009, the total liabilities of HMO increased by Rp.9,611 million, or approximately 134.97, to Rp.16,733 million compared to the year ended 31 December 2008. This increase was due to the increase in related parties debt. As of 31 December 2008, total equities of HMO amounted to Rp.4,032 million, an increase of Rp.3,772 million, or approximately 1,450.63, compared to the year ended 31 December 2007. This increase was due to the capital deposit paid in advance. As of 31 December 2009, the total equities of HMO was in the amount of Rp.5,682 million, an increase of Rp.1,650 million, or approximately 40.93, compared to the year ended 31 December 2008. This increase was due to the increase in cumulative profit during the development phase.

f. PT PSV Indonesia Brief Summary

PSV was established under the name of “PT PSV INDONESIA” pursuant to Deed of Establishment No.18 dated 10 February 2010 made before Achmad Bajumi, S.H., Notary in Jakarta, the deed of which was ratified by Minister of Law and Human Rights Re- public of Indonesia by virtue of Decree No. AHU-10377.AH.01.01.Year 2010 dated 25 February 2010 and registered in Corporate Registry No. AHU-0015283.AH.01.09.Year 2010 dated 25 February 2010. Pursuant to Notary Statement Letter No. 94NABKETII2010 dated 24 February 2010 issued by Achmad Bajumi, S.H.,M.H., Notary in Jakarta, the announcement in State Gazette Republic of Indonesia and Supplement to State Gazette of Deed of Estab- lishment No. 18 dated 10 February 2010 is currently being processed. Purposes and Objectives PSV’s purposes and objectives are to engage in the shipping services sector. Business activities of PSV are as owner and operator of vessels. Capital Structure PSV’s capital structure pursuant to Deed of Establishment No.18 dated 10 February 2010 made before Achmad Bajumi, S.H., Notary in Jakarta, which was ratified by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree No. AHU-10377.AH.01.01.Year 2010 dated 25 February 2010 and registered in Corporate Registry No. AHU-0015283.AH.01.09.Year 2010 dated 25 February 2010, is as follows: Authorized Capital : Rp.50,000,000,000 fifty billion Rupiah which consists of 50,000 fifty thousand shares, each having a nominal value of Rp.1,000,000 one million Rupiah; Issued and Paid Up Capital : Rp.20,000,000,000 twenty billion Rupiah which consists of 20,000 twenty thousand shares, PSV’s shareholder composition pursuant Deed of Establishment No.18 dated 10 February 2010 made before Achmad Bajumi, S.H., Notary in Jakarta, which was ratified by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree No. AHU-10377.AH.01.01.Year 2010 dated 25 February 2010 and registered in Corporate Registry No. AHU-0015283.AH.01.09.Year 2010 dated 25 February 2010, is as follows: 65 65 Stock Capital With Nominal Value of Rp.1,000,000 one million Rupiah Each Share Remarks Number of Shares Total Nominal Value Rupiah Percentage Authorized Capital 50,000 50,000,000,000 Issued and Paid Up Capital - Issuer 10,200 10,200,000,000 51.00 - PT Meratus Line 9,000 9,000,000,000 45.00 - PT Edenvale 800 800,000,000 4.00 Total Issued and Paid Up Capital 20,000 20,000,000,000 100.00 Shares in Portfolio 30,000 30,000,000,000 Management and Supervision The compositions of board of directors and board of commissioners of PSV pursuant to Deed of Establishment No.18 dated 10 February 2010 made before Achmad Bajumi, S.H., Notary in Jakarta, which was ratified by Minister of Law and Human Rights Republic of Indonesia by virtue of Decree No. AHU-10377.AH.01.01.Year 2010 dated 25 February 2010 and registered in Corporate Registry No. AHU-0015283.AH.01.09.Year 2010 dated 25 February 2010, are as follows: Board of Commissioners President Commissioner : Frank Menaro Commissioner : Darmawan Layanto Board of Directors President Director : Sugiman Sugiman Layanto Director : Charles Menaro Summary of Material Financial Data The following table displays summary of material financial data from which figures are quoted and calculated based on the Company’s Financial Statements as of 30 June 2010 and for the period of 10 February 2010 date of establishment until 30 June 2010, which was audited by Kantor Akuntan Publik Aryanto, Amir Jusuf, Mawar Saptoto, in accordance with the auditing standards established by IAPI, with unqualified opinion. Balance Sheet in thousand Rupiah Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets -- -- -- 28,179,231 Non current assets -- -- -- 451,654,466 Total Assets -- -- -- 479,833,697 Short Term Liabilities -- -- -- 67,446,512 Non current liabilities -- -- -- 376,926,834 Equity -- -- -- 35,460,351 Total Liabilities Equity -- -- -- 479,833,697 Statements of Income in thousand Rupiah Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue - - - 31,953,745 Direct and Operating Expenses - - - 14,549,549 Operating Income Loss - - - 17,404,195 Net Income Loss - - - 15,460,350 66 66

g. Abbeypure Pte Ltd Brief Summary

ABP is a company which was established in Singapore on 30 March 2010. On 28 June 2010, the Issuer purchased 100 or 20,500,000 shares in ABP owned by Seacoral Maritime Pte Ltd, a related party of the Issuer. Purposes and Objectives ABP’s purposes and objectives are to operate as an investment holding company. Business activities of ABP are as owner and operator of vessels and investment holding company. Capital Structure On 23 August 2010, the capital structure and shareholder composition of Abbeypure Pte Ltd were as follows: Descriptions Nominal Value of 1 SGD per share Number of Shares Shares Total Nominal Value SGD Percentage Authorized Capital 20,500,000 20,500,000 Issued and Paid Up Capital PT Wintermar Offshore Ma- rine 20,500,000 20,500,000 100 Total 20,500,000 20,500,000 100 Shares in Portfolio - - - Supervision and Management Director : Sugiman Layanto Secretary : Venkiteswaran Hariharan Secretary : Yung Shing Jit Summary of Material Financial Data Balance Sheet in SGD Remarks 31 December 30 June 2007 2008 2009 2010 Current Assets -- -- -- - Non current assets -- -- -- 20,500,000 Total Assets -- -- -- 20,500,000 Short Term Liabilities -- -- -- 12,000 Non current liabilities -- -- -- - Equity -- -- -- 20,448,000 Total Liabilities Equity -- -- -- 20,500,000 Statements of Income in SGD Remarks For years ended on 31 December For the 6 six month-period ended on 30 June 2007 2008 2009 2010 Revenue - - - - Operating Expenses - - - 12,000 Loss on Operations - - - 12,000 Net Loss - - - 12,000 9. Insurances Until the issuance of this Prospectus, the Company and its Subsidiaries have insured most of its assets, including buildings, ve- hicles in sufficient amount against risks which may be faced by the Company and its Subsidiaries, with Indonesian insurance 67 67 companies, namely PT Asuransi Central Asia, PT Asuransi Wahana Tata, PT Asuransi Indrapura, PT Asuransi Sinar Mas, PT Panin Insurance, PT Asuransi Tripakarta. The Company believes that the value of insurance coverage as of 30 June 2010, with a total amount of Rp.22,290 million, is sufficient. The above-mentioned insurance companies are not affiliated to the Company. All vessels owned by the Company as of 30 June 2010 have been insured by appointing L.C.H. S Pte Ltd Insurance Brokers and Consultants in the total insured amount of US126,277,639. The Company believes that the total insured amount of USD 126,277,639 is sufficient, the types of vessel insurances are, among others, as follows: a. Loss or damage due to sea piracy b. Hull, Materials Machinery Outfits Etc And Everything Connected Therewith c. Increased Value andor disbursement including excess liabilities d. War Risks Insurance e. Protection Indemnity Risk 10. Information On Assets of the Company The following is the list of namels of vessels owned and operated by the Company and its Subsidiaries at the time of issuance of this Prospectus: No Name of Vessel Type of Vessel Year of Construc- tion Power HP Size dwt Acquisition Year Owner Flag 1 SMS Express Crew Boat 1986 2 x 1800 2008 WIN Indonesia 2 SMS Prima Crew Boat 1986 2 x 1800 2008 WIN Indonesia 3 Petro Maju Landing Craft 1997 2 x 380 2005 WIN Indonesia 4 SMS Mulia Landing Craft 2009 2 x 600 2009 WIN Indonesia 5 SMS Swakarya Landing Craft 1997 2 x 500 1998 WIN Indonesia 6 SMS Tangguh Landing Craft 2006 2 x 600 2007 WIN Indonesia 7 OB SMS 3000 Oil Barge 2000 2.800 dwt 2001 WIN Indonesia 8 OB SMS 3002 Oil Barge 2002 2.800 dwt 2003 WIN Indonesia 9 OB SMS 3003 Oil Barge 2005 2.800 dwt 2005 WIN Indonesia 10 SMS Sakti Tug Boat 2001 2 x 818 2005 WIN Indonesia 11 STG 168 Tug Boat 2001 2 x 818 2008 WIN Indonesia 12 SMS Transporter Accomodation Work Vessel 1997 2 X 945 1999 WT Indonesia 13 GESIT Crew Boat 1982 3 x 510 2004 WT Indonesia 14 Pesat Crew Boat 1991 2 x 510 2004 WT Indonesia 15 Petir Crew Boat 1991 2 x 510 2004 WT Indonesia 16 Prisai Fast Utility Vessel 2005 3 x 1400 2006 WT Indonesia 17 SMS Able Fast Utility Vessel 2008 3 x 1400 2009 WT Panama 18 SMS Abel Fast Utility Vessel 2007 3 x 1400 2008 WT Indonesia 19 SMS JOL Fast Utility Vessel 2006 3 x 1400 2006 WT Indonesia 20 SMS Vincent Fast Utility Vessel 2007 3 x 1400 2007 WT Indonesia 21 Dawai II Flat Top Barge 1996 900 dwt 2004 WT Indonesia 22 SMS 233 Flat Top Barge 2002 3.715 dwt 2009 WT Indonesia 23 SMS 3001 Flat Top Barge 2005 8.000 dwt 2009 WT Indonesia 24 SMS 303 Flat Top Barge 2005 7.576 dwt 2006 WT Indonesia 25 OB SMS 90 Oil Barge 1997 900 dwt 1998 WT Indonesia 26 Satria Satu Oil Tanker 1998 2 x 800 2008 WT Indonesia 27 Dwiprima 1 Tug Boat 1997 2 x 350 2000 WT Indonesia 28 SDS 24 Tug Boat 2001 2 x 640 2001 WT Indonesia 29 SDS 32 Tug Boat 2002 2 x 818 2007 WT Indonesia 30 SDS 38 Tug Boat 2004 2 x 400 2005 WT Indonesia 31 SDS 40 Tug Boat 2004 2 x 400 2005 WT Indonesia 32 SDS 42 Tug Boat 2004 2 x 500 2005 WT Indonesia 33 SDS 44 Tug Boat 2005 2 x 1016 2005 WT Indonesia 34 SDS 46 Tug Boat 2005 2 x 1018 2006 WT Indonesia 35 SDS 48 Tug Boat 2005 2 x 1018 2006 WT Indonesia 36 SDS 50 Tug Boat 2006 2 x 829 2007 WT Indonesia 37 ES Taurus Utility Vessel 1997 2 x 640 2001 WT Indonesia 38 SMS Voyager Utility Vessel 2008 2 x 1400 2009 WT Indonesia 39 Bintang Natuna Anchor Handling Tug 2005 2 x 2000 2007 SMS Indonesia 40 Petro Perkasa Anchor Handling Tug 1996 2 x 2300 2005 SMS Indonesia 41 Wei Gang Tuo 10 Azimuth Stern Drive Tug 2000 2 x 2000 2006 SMS Indonesia 42 SMS 1808 Flat Top Barge 2002 1.500 dwt 2002 SMS Indonesia 43 SMS 1805 Oil Barge 1999 1.800 dwt 1999 SMS Indonesia 44 SMS 1806 Oil Barge 1999 1.800 dwt 1999 SMS Indonesia 45 SDS 28 Tug Boat 2001 2 x 640 2001 SMS Indonesia 46 SMS Frontier Utility Vessel 2006 2 x 829 2007 SMS Indonesia 47 Bintang Sebatik Anchor Handling Tug 2007 2 x 1750 2008 ANN Indonesia 48 SMS 2302 Flat Top Barge 2001 3.715,8 dwt 1999 ANN Indonesia 68 68 No Name of Vessel Type of Vessel Year of Construc- tion Power HP Size dwt Acquisition Year Owner Flag 49 Petro Nusantara Flat Top Barge 1996 1.600 dwt 2005 ANN Indonesia 50 Petro Badak Oil Barge 1992 5.700 dwt 2007 ANN Indonesia 51 SMS Arial Tug Boat 1999 2 x 350 2007 ANN Indonesia 52 Niagara 1801 Flat Top Barge 1997 1.500 dwt 1999 ANN Indonesia 53 Niagara 1803 Flat Top Barge 1997 1.500 dwt 2001 ANN Indonesia 54 WM Makassar Platform Supply Vessel 2010 2 x 3156 2010 PSV Indonesia 55 WM Sulawesi Platform Supply Vessel 2003 2 x 2725 2010 PSV Indonesia 56 SMS Rainbow Fast Utility Vessel 2010 3 X 1400 2010 WT Indonesia 57 SMS Assurance Anchor Handling Tug 2010 2 x 2000 2010 WT Indonesia 58 SMS Discovery Diving Support Vessel 2010 2 x 1400 2010 SMS Indonesia 59 SMS 250 Heavy Load Barge 2010 4.000 dwt 2010 SMS Indonesia 60 SMS Vanda Tug Boat 2009 2 x 1600 2010 SMS Indonesia 61 SMS Spectrum Fast Utility Vessel 2010 3 X 1400 2010 ABP Panama Vessels have been sold after 30 June 2010 and have not been received by the buyer, nor the purchase price paid in full. Note : WIN = PT Wintermar Offshore Marine Tbk WT = PT Wintermar SMS = PT Sentosasegara Mulia Shipping ANN = PT Arial Niaga Nusantara HMO = PT Hammar Marine Offshore PSV = PT PSV Indonesia The following is the list of vessels of the Company received and about to be received by the Company during the period from 1 July 2010 to the date this Prospectus is issued, namely: No Name of Vessel Type of Vessel Year of Construc- tion Power HP Size dwt Acquisition Year Owner Flag 1 Seacove Knight Anchor Handling Tug 2010 2 X 2600 2010 WT Indonesia 2 Jenny HW07 Utility Vessel 2010 2 x 1400 2010 HMO Indonesia 3 SMS Vision Fast Utility Vessel 2010 3 X 1400 2010 WT Indonesia Vessels have been received by the company since the publication of this propectus Whereas, the land plots, buildings, facilities and infrastructures owned and possessed by the Company as of 30 June 2010 are, among others, as follows: Location Land Area square meters Ownership Validity Period Jl, Kebayoran Lama No, 155, West Jakarta 270 Possessed by the Company pursuant to Lease Agreement dated 31 October 2008, privately-drawn 1 November 2008 until 31 October 2013 Jl, Alaydrus No, 2, Petojo Utara District, Gambir Sub-district, Central Jakarta 267 Owned by PT Wintermar. Right to Build Certificate SHGB No, 3882 issued by Head of Land Affairs Central Jakarta 28 July 2035 Jl, H, Muhajar, Sukabumi Selatan District, Kebon Jeruk Sub-district, West Jakarta 512 Owned by PT Wintermar. Right to Build Certificate SHGB No, 513, issued by Head of Land Affairs West Jakarta dated 28 April 1997 27 April 2017 Jl, H, Muhajar No, 45, Sukabumi Sela- tan District, Kebon Jeruk Sub-district, West Jakarta 578 Owned by PT Wintermar. Right to Build Certificate SHGB No, 1300 dated 18 October 1999 17 October 2019

11. Material Agreements With Third Parties

In performing its business activities, the Issuer and Subsidiaries have entered into vessel charter agreements with other third parties, where such contracts are continuous contracts andor transactions. Based on the procedures and requirements stated by BP Migas, all contracts obtained are based on tenders with determined certain period of time. The contracts in question are as follows: 69 69

a. Vessel Charter

1. Platform Supply Vessel Service Contract No, 1108383 dated 23 February 2010, privately-drawn by and Anadorki Popodi Ltd; ConocoPhilips Kuma Ltd; Eni Bukat Limited; Marathon International Petroleum Indonesia Limited; Statoil Indonesia Karama AS; Talisman Sageri Ltd jointly referred to as “Consortium” and PT Wintermar as “Contractor”, with the following terms and conditions: Contract value : US57,957,800 fifty seven million nine hundred and fifty seven thousand eight hundred United States dollars Charter object : WM Makassar and WM Sulawesi Vessels Term : This contract is in full force and effective from 23 February 2010 until the latter of {i} 693, 25 days after the Date of Handover as stated by the Primary Operator in the Working Order to handover vessels or {ii} demobilization of Drilling Unit, but no later than 1 May 2014 Rights and obligations: 1. The Consortium is responsible in providing fuel, agency fee, and docking and mooring fee for vessels. 2. The Contractor is responsible for manning of the vessel, vessel maintenance, and vessel insurance. 3. Contractor is entitled to postpone operations on a situation where if such Job is continued it shall endanger lives or assets or if such postponement is unnecessary for health or environmental reasons, the Contractor is required to provide a detailed explanation in writing to the Company concerning the postpone implemented by the Contractor. 4. Each party in this matter agrees to protect, defend, release, indemnify, and free the Other Parties from each and all claims suffered, which are related to {i} personal injuries including diseases, physical injuries, or death from Third Parties andor {ii} losses, damages, or desctruction of third parties’ assets as long as such injuries or damage to assets are due to negligence or significant negligence intentional error in action from the party providing indemnification. 2. Marine vessel service agreement Number: 13975720, dated 27 April 2008, entered into by and between ConocoPhillips Indonesia Inc, Ltd, hereinafter referred to as First Party or CompanyChartering Party and PT WINTERMAR hereinafter referred to as Second Party or ContractorOwner, Contract Value : US12,286,447.50 twelve million two hundred and eighty six thousand four hundred and forty seven United States dollars and fifty cents Contract Object : CB Pesat, CB Petir, and SMS Express Term : Valid until 26 April 2011 Hak dan Kewajiban : 1. The owner, at its own expenses, provides all equipments, materials, and lubricant oil needed for the operations of the vessels as contained in attachment C, except for clean water which shall be provided by Charterer at no cost. 2. The Owner shall conduct maintenance, provide spare parts, and conduct repairs without withdrawing the vessels as contained in attached C from operations. 3. The Chartere shall provide fuel to support the operating activities of vessels ontained in attachment C. 4. The Charterer shall provide an opportunity for the Owner to conduct vessel maintenance at least one day per month and such opportunity cannot be accumulated in the following months. Extension : The Issuer has a one sided right to extend the period of contract based on the same requirements and stipulations for additional 1 month, respectively. 3. Contractor Agreement No,6768-OK dated 31 August 2007 which has been amended on 1 November 2008, privately-drawn, by and between PT Chevron Pacific Indonesia, as Lessee and WT as Owner hereinafter referred to as “Contractor Agreement”, with the following terms and conditions: Contract Value : Based on Article 21 of the Agreement, Total Contract Value is in the amount of US4,013,880.00 And Rp.3,141,000,000 Contract Object : Provision of vessels which consists of: o Landing Craft Tug LCT o Tug Boat Term : 5 years since 1 August 2008 70 70 Rights and Obligations : 1. The charterer is responsible in providing fuel, agency fee, and docking and mooring for the vessel. 2. The Owner is responsible in manning of the vessel, vessel maintenance, and vessel insurance. 3. The Charterer shall defend and indemnify the owner from all legal impact and responsibilities occurring due to the signing by the captain, officer, or owner agent, as directed by the Charterer, on the non-negotiable cargo documents or other non-negotiable documents that are not in accordance with this charter contract. 4. One of the Owner’s Vessel Officers captain or First Mate shall have Exemption Pilot issued by Port Authority Singapore. The cost arising from arrangement of such Exemption Pilot shall be borne by the Owner. 5 .The Owner shall defend and indemnify the borne from and towards all claims and responsibilities for the loss of or damaged assets occurring due to pollution or contamination originated from the surface of the sea, below the sea, or surface of land from any good whatsoever under the supervisory of the Owner or sub-owner and the controlling and cleaning costs related. 6. The Owner does not have the right to confiscate, nor the authority to establish a right to confiscate, which benefits third parties, in relation to assets owned by the Charterer that are on board the vessel, including cargoes and fuel. The Woner must immediately release or guarantee, or otherwise provide security towards all confiscation and confiscation on vessels, and shall protect and release the Charterer from each and all claims, prosecutions, losses, costs, legal responsibilities, and expenses occurring directly and indirectly from such right to confiscate or confiscation. Extension : The Charterer may choose to extend the term of this contract directly for additional 1 month by informing the Owner within a period of 7 days prior to the expiration of the contract. 4. Rental of One Unit of Interplatform Boat Contract No. 332002665 dated 22 October 2010 privately-drawn by and between CNOOC SES Ltd as Company and PT Wintermar as Contractor, without a clause for extension of contract, with the following terms and conditions: Contract Value : US1,460,000 one million four hundred and sixty thousand United States dollars Contract Object : SMS Rainbow Vessel Term : valid until 21 October 2011 Rights and Obligations: Obligations of Contractor A. Vessels During the term of contract, the Company is fully entitled to the usage and utilization of services of the said vessel. The Contractor, during the term of contract, at its own costs, shall provide, man, supply, and operate the vessel, which is in a condition that is good, tough, strong, well-handled, equipped with good and sufficient tools and equipments including but not limited to all equipments as described in Exhibit “A1”. 1. Primary Services The vessel must be able to be used lawfully to transport manpower and cargoes necessary in the Company’s operational activities. 2. Vessel special equipment The following is vessel special equipments that must be available during the term of contract. a. Vessel Navigator The Company shall install a “Vessel Navigator System” on board the vessel. The Contractor shall provide access to install the “vessel navigator” equipment and the electricity power needed to operate the said “vessel navigator”. The Company shall uninstall the “vessel navigator” when based on the consideration by the Company, such equipment is no longer necessary or at the time the contract expires. b. Radio Trunking The Company shall provide a ”Radio Trunking” as a means of communication with the representative of the Company on duty if necessary. The radio equipment shall be installed in accordance with the Company’s frequency and system. The Company shall 71 71 install the said radio on board the vessel at the beginning of the contract, and the Company shall uninstall it at the time the contract expires. If the Radio Trunking or parts of the radio trunking are damaged or missing, the Contractor must notify the Company for further investigation or to replace it with a same unit at its own cost. Obligations of the Company A. Goods Handling Equipment The Company shall provide all ropes, slings, and special runners that are really used to load and unload goods. B. Diesel Oil and Clean Water The Company shall provide fuel diesel and clean water in relation to utilization of vessels by the Company. The Contractor must make thorough notes on fuel on board the vessel and must be responsible for the actions of or by the captain and crew in relation to fuel and or clean water provided for the vessel by the Company, including but not limited to theft or embezzlement of such materials. The said theft or embezzlement by the captain, crew, or other personnels of the Contractor shall grant the Company the right to, at its own will, terminate this contract, will shall be valid since the said notification to the Contractor. C. Unplanned Inspection Sidak The Company shall periodically conduct unplanned inspection on board the vessel to confirm the facts on the report. Extension : Extension of contract may be conducted up to 2 years. 5. Charter Party Agreement For Offshore Security Patrolling Boat privately-drawn on 1 February 2009, entered into by and between KEI-RSOS Maritime Limited, hereinafter referred to as “First Party” or Charterer and PT WINTERMAR hereinafter referred to as “Second Party” or Owner Contract Value : US4,818,000 four million eight hundred and eighteen thousand United States dollars Contract Object : Lease of SMS Able Vessel Term : for 3 years, valid from 1 February 2009 to 1 February 2013 dan may be extended for another 2 two years with 7 seven day prior notification. Rights and Obligations: Obligations of Second Party Owner The Owner is required to prepare and pay for all salaries and expenses of Workers and Captain and crew, all maintenance and repair of vessel’s hold, vessel’s machines and equipments stated in Attachment A. Obligations of First Party Charterer As long as the vessel is still being chartered, the Charterer must provide and pay for all oil, lubricants, water, fire distinguisher, dispersance, and transport, docking fee, tugboat fee, and crew of vessels, and canal guard whether forced or not causing charter unless it is related to the business of the owner, and miscellaneous costs as stated in article 8 a Charterer must pay for all obligations that constitute customary, all permits, import obligations including costs that cover the determination of significant obligations, whether permanent or temporary, and clearance costs, whether for vessel and or equipments, arising on the Charterer’s side. 6. Platform Supply Vessel Service Contract No,1108474 dated 23 February 2010, privately-drawn by and between WT “Company” and Anadarki Popodi Ltd; ConocoPhilips Kuma Ltd; Eni Bukat Limited; Marathon International Petroleum Indonesia Limited; Statoil Indonesia Karama AS; Talisman Sageri Ltd hereinafter jointly referred to as “Consortium”, without a clause on extension of contract, with the following terms and conditions: Contract Value : US16,698,750 sixteen million six hundred and ninety eight thousand seven hundred fifty United States Dollars Object : FOS Orion Term : 17 January 2012. 72 72 Rights and Obligations : 1. The Consortium is responsible for providing fuel, agency fee, and docing and mooring for vessel. 2. The Contractor is responsible for manning of the vessel, maintenance of vessel, and vessel insurance. 3. The Contractor is entitled to postpone operations on a situation where if such Job is continued it shall endanger lives or assets or if such postponement is unnecessary for health or environmental reasons, the Contractor is required to provide a detailed explanation in writing to the Company concerning the postpone implemented by the Contractor. 7. International Time Charter Agreement C-AINC-2010-025, this contract is valid from 19 May 2010, entered into by and between PT WINTERMAR, hereinafter referred to as “First Party” or “Owner” and Anadarko Indonesia Nunukan Company, hereinafter referred to as “Second Party” or “Charterer”, Contract Value : US434,300 four hundred and thirty four thousand three hundred United States dollars Contract Object : SMS Vincent Purposes : Provision of Services in regard to lease of Vessel from First Party to Second Party Term :Valid since 19 May 2010 until the time as adjusted with a working order based on article 202 of this agreement. Rights and Obligations : Obligations of First Party The Owner is required to provide and pay for all crew of the owner and all regulations, salaries, and expenses related to it. The Owner is required to pay for all maintenance, repair, and insurance expenses of the Owner’s goods. Obligations of the Second Party The Charterer shall provide and arrange all stipulations on types of goods for the charterer’s account as arranged in Schedul A, Summary of Responsibilities of Owner and Charterer, concerning the working regulations of this agreement. All permits, clearance fee, canal fee, dock, security officers, and cargo tank cleaners, and oil spillage are the responsibilities of the charterer. 8. Contract For Provision of Utility Vessel Services No, 91010087-OS dated 25 July 2009 privately-drawn with sufficient stamp duty, entered into by and between Star Energy Kakap Ltd “Company” as Operator and Issuer as Contractor, with the following terms and conditions: Contract Value : US3,252,150.00 three million two hundred and fifty two thousand and one hundred fifty United States dollars Purpose of Agreement : The Company has operational activities in Indonesian shores and requires vessel service es from Contractor for such operational activities, , Type of Vessel : SMS Voyager Term : 24 July 2013 Rights and Obligations : Obligations of First Party When the vessel is chartered by the Company, the Company shall provide and pay for fuel, water, docking fee, lamp fee, manning whether or not obligatory, canal driver, launching rental unless it arises in relation to the business of the Contractor, pulling assistance, canal, dock, tonnage gee at the handover dock and returning dock, loading and unloading of cargoes when the vessel is at the dock, important baggage, supporting mast, and supporting equipments to secure the cargo deck and agency fee and commission arising only on the Company’s business. Obligations of Second Party The Contractor shall handover the Vessel to the Company on the starting date at the appointed dock or on other date as may be directed by the Company. The Contractor is responsible for the manning and maintenance of the vessel. Extension : Should the Issuer exercise its option and should the operational activities on the sector of work not be completed within the “preliminary term”, therefore the contract shall continue 73 73 until the completion of operational activities on the said sector of work, with the total value of contract increased daily during the said period of time up until the days exceeding the said “preliminary term”. 9. Whereas WT was appointed by Chevron Indonesia Company to act as a Contractor in relation to the execution of Charter Contracts based on the following Letters of Appointment: a. Letter of Appointment No. 2910JKT2010dated 27 October , with the following terms and conditions: Contract Value : USD 763,750 seven hundred sixty three thousand seven hundred fifty US Dollar Charter Object : 1 unit AHTS Jaya Seal or Jaya Anchor Term : Effective from 28 October 2010 and shall remain effective until at least 1 one month after the date of expiration of the Agreement or 25 January 2011. b. Letter of Appointment No. 2908JKT2010 dated 27 October 2010 with the following terms and conditions: Contract Value : USD 1,407,550 one million four hundred seven thousand five hundred fifty US Dollar Charter Object : 1 unit AHTS Era Mera Putih Term : Effective from 28 October 2010 and shall remain effective until at least 1 one month after the date of expiration of the Agreement or 22 March 2011. c. Letter of Appointment No. 2909JKT2010 dated 27 October 2010, with the following terms and conditions: Contract Value : USD 1,254,000 one million two hundred fifty four thousand US Dollar Charter Object : 1 unit AHTS Era Indonesia Term : Effective from 28 October 2010 and shall remain effective until at least 1 one month after the date of expiration of the Agreement or 14 March 2011 d. Letter of Appointment No. 2911JKT2010 dated 27 October 2010, with the following terms and conditions: Contract Value : USD 2,168,700 two million one hundred sixty eight thousand seven hundred US Dollar Charter Object : 1 unit AHTS TUB Bintang Sebatik Term : Effective from 28 October 2010 and shall remain effective until at least 1 one month after the date of expiration of the Agreement or 17 February 2012 e. Letter of Appointment No. 2912JKT2010 dated 27 October 2010, with the following terms and conditions: Contract Value : USD 644,000 six hundred forty four thousand US Dollar Charter Object : 1 unit SMS Abel Term : Effective from 28 October 2010 and shall remain effective until at least 1 one month after the date of expiration of the Agreement or 28 February 2011.

b. Loan facility agreements granted to the Company are, among others: Creditor

Agreement Facility Amount Maturity Use of Proceeds PT Bank UOB Buana Tbk Deed of Loan Agreement Number 39 dated 16 June 2009 made before Sulistyaningsih, S.H., Notary in Jakarta US995,000,00 nine hundred and ninety five thousand United Stated dollars 48 forty eight months Vessel investment Deed of Loan Agreement No, 40 dated 16 June 2009 made before Sulistyaningsih, S.H., Notary in Jakarta US517,000.00 five hundred seventeen thousand US dollars 48 forty eight months Vessel investment Deed of Loan Agreement No, 41 dated 16 June 2009 made before Sulistyaningsih, S.H., Notary in Jakarta Rp.5,500,000,000,00 five billion and five hundred million Ru- piah 60 sixty months Office construction Whereas in regard to the Issuer’s plan to conduct the Initial Public Offering of Shares, the Issuer has requested for an approval to restrictions in Loan Agreement with PT Bank UOB Buana Tbk “Bank” pursuant to its letter No.3947A.06IX2009 dated 18 September 2009 and Letter No. 3318?A.20X2010 dated 12 October 2010 concerning the 74 74 restrictions, including, but not limited to, changes in management and changes in the shares ownership within the Issuer in relation to the Initial Public Offering of Shares and and has obtained the Bank’s approval pursuant to Letter No, 10SME-GRN015 dated 25 January 2010 and Letter No. 296GRNComm2010 dated 15 October 2010..

c. Loan facilities Agreement, where the Issuer is the Guarantor:

Until the date of issuance of this Prospectus, the Issuer has been assuming the position of a Guarantor in the Facility Agreement dated 22 March 2010, as amended by Supplemental Letter dated 9 November 2010, executed by PSV with Oversea-Chinese Banking Corporation Limited as the Arranger and Facility Agent; and PT Bank OCBC NISP Tbk as the Security Agent, wherein PSV, which is the subsidiary of the Issuer, acquired a loan consisting of: 1. Facility A Commitment : US21,720,000 i. Oversea-Chinese Banking Corporation Limited : US7,240,000 ii. PT Bank OCBC Indonesia. : US7,240,000 iii. PT Bank OCBC NISP Tbk. : US7,240,000 2. Facility B Commitment : US18,000,000 i. Oversea-Chinese Banking Corporation Limited : US6,000,000 ii. PT Bank OCBC Indonesia. : US6,000,000 iii. PT Bank OCBC NISP Tbk. : US6,000,000 3. Corporate Guarantor : The Company, SEN, Meratus, and WT. 4. Corporate Guarantee : Each Corporate Guarantor shall guarantee in proportion to the Proportion of Corporate Guarantee based on respective ownership.

d. Sale and Purchase

1. PT Wintermar “Seller” has sold one of its vessels, by the name of SDS 24, to PT Pelayaran INDX Lines “Buyer” based on a Memorandum of Agreement dated 21 October 2010, with the following terms and conditions: Selling Price : USD 500.000 five hundred thousand US Dollar, with the following stipulations: � The buyer is required to pay in full the bank deposit fee amounting to USD 50,000 fifty thousand US Dollar, which constitutes 10 of the Selling Price, within a period of 5 banking days from the date of Agreement. This Deposit is to be paid directly to the account of the Seller.; � Final payment amounting to 90 or USD 450,000 four hundred fifty thousand US Dollar is to be paid in full to the account of the Seller. Object of Sale : SDS 24 Vessel Until the issuance of this Prospectus, WT has not conducted handover of vessel. 2. PT Arial Niaga Nusantara “Seller” has sold one of its vessels, by the name of Niagara 1803 to PT Pelayaran INDX Lines “Buyer”, based on a Memorandum of Agreement dated 21 October 2010, with the following terms and conditions: Selling Price : USD 225.000 two hundred twenty five thousand US Dollar, with the following stipulations: � The buyer is required to pay in full the bank deposit fee amounting to USD 22,500 twenty two thousand five hundred US Dollar, which constitutes 10 of the Selling Price, within a period of 5 banking days from the date of Agreement. This Deposit is to be paid directly to the account of the Seller; � Final payment amounting to 90 or amounting to USD 202,500 two hundred two thousand five hundred US Dollar is to be paid in full to the account of the Seller.. Object of Sale : Niagara 1803 Until the issuance of this Prospectus, ANN has not conducted handover of vessel. 75 75

12. Transactions With Related Parties A.

Loan Agreements The Company has entered into loan agreements with certain related parties of the Company, among others, as follows: 1. Cash Loan Agreement between PT Dwiprimajaya Lestari “DJL” as Lender and the Issuer as Borrower, privately-drawn with sufficient stamp duty on 21 December 2009 , with the following terms and conditions: Purpose of Agreement : DJL shall lend certain amount of cash to the Issuer, whereas such cash shall be used by the Issuer for general corporate purposes and for such purpose the Issuer shall repay such amount with interest andor outstanding expenses, without interest. Amount of Loan : Maximum amount of Rp.6,750,000,000.00 six billion seven hundred fifty million Rupiah which shall be provided in several drawdowns or in single drawdown in accordance with facility drawdown request from the Issuer, whereby the Issuer is obliged to fully repay such amount in no later than 12 months as of the final drawdown date. Balance as of 30 June 2010: Rp.6,750,000,000.00 six billion seven hundred fifty million Rupiah. Date of Withdrawal Until now : 28 December 2009. Repayment : 1. In regard to repayment of loan, DJL has an option to accept such repayment in cash or by subscribing for issued shares in the Issuer whereas such shares subscription shall be converted from the outstanding loan. 2. If DJL opts to repay such loan by subscribing for shares in the Issuer, then such share subscription shall be conducted in accordance with the prevailing laws and the company Articles of Associations of each party. Assignment : Issuer is not allowed to assign its rights and obligations in the Agreement without prior written consent from the Lender. Term : The Issuer’s obligation to make full repayment shall be settled at the latest within 12 twelve months after the date of the last withdrawal. 2. Cash Loan Agreement dated 2 January 2010 privately-drawn with sufficient stamp duty by and between PT Wintermar “WT”, Subsidiary, as Lender and the Issuer as Borrower, with the following terms and conditions: Purpose of Agreement : WT shall lend certain amount of cash to the Issuer, whereas such cash shall be used by Issuer for general corporate purposes and for such purpose Issuer shall repay such amount with interest andor outstanding expenses, without interest. Amount of Loan : Maximum amount of US3,000,000 three million United States dollars and Rp.2,000,000,000 two billion Rupiah which shall be provided in several drawdowns or in single drawdown in accordance with facility drawdown request from the Issuer, whereby the Issuer is obliged to fully repay such amount in no later than 12 months as of the final drawdown date. Balance as of 30 June 2010: USD 1,902,440 one million nine hundred two thousand four hundred forty US Dollar Date of Withdrawal Until now : 9 June 2010 Repayment : 1. Unless stipulated otherwise in this agreement, the Issuer shall repay such Loan and other outstanding expenses to WT in the same amount and currency, without interest, regardless of occurrence of any event which affects currency value of such Loan. 76 76 2. The Issuer shall repay the Loan and interest and other outstanding expenses by way of installments on maturity date and in the amount which shall be informed in each invoice delivered by WT to the Issuer. 3. Each installment of payment for such Loan and other outstanding expenses shall be repaid in no later than 10 days after the occurrence of obligation to repay and is obliged to be paid until the full amount of Loan and such other expenses are fully repaid. 4. Each installment of payment by the Issuer to WT shall only be repaid in Rupiah andor United States dollars, and WT shall provide receipt for each payment. 5. After the Issuer has settled all of its outstanding obligations pursuant to this Agreement, WT shall provide evidence of settlement of Liabilities and release the Issuer from its obligations. 6. Each repayment or settlement of the Issuer’s obligations pursuant to this Agreement to WT is conducted by transfer to WT’s bank account. Assignment : The Issuer is not allowed to assign its rights and obligations in Agreement without prior written consent from Lender. Term : The Issuer’s obligation to make full repayment shall be settled at the latest within 12 twelve months after the date of the last withdrawal. 3. Cash Loan Agreement dated 3 November 2008 privately-drawn with sufficient stamp duty by and between the Issuer as Lender and PT Hammar Marine Offshore “Hammar” Subisidiary as Borrower, with the following terms and conditions: Purpose of Agreement : The Issuer shall lend certain amount of cash to Hammar, whereas such cash shall be used by Hammar for general corporate purposes and for such purpose Hammar shall repay such amount outstanding expenses and without interest. Amount of Loan : Maximum amount of US2,500,000 two million five hundred thousand United States dollars Balance as of 30 June 2010: USD 2,050,000,000 two million fifty thousand US Dollar Date of Withdrawal Until now : 9 June 2010 Repayment : 1. Unless stipulated otherwise in this agreement, Hammar shall repay such Loan with other outstanding expenses to Issuer in the same amount and currency regardless of occurrence of any event which affects currency value of such Loan. 2. Hammar shall repay the Loan and other outstanding expenses by way of installments on maturity date and in the amount which shall be informed in each invoice delivered by Issuer to Hammar. 3. Each installment of payment for such Loan and other outstanding expenses shall be repaid in no later than 10 days after the occurrence of obligation to repay and is obliged to be paid until the full amount of Loan and such other expenses are fully repaid. 4. Each installment of payment by Hammar to the Issuer shall only be repaid in Rupiah andor United States dollars, and the Issuer shall provide receipt for each payment. 5. After Hammar has settled all of its outstanding obligations pursuant to this Agreement, the Issuer shall provide evidence of settlement of Liabilities and release Hammar from its obligations. 77 77 6. Each repayment or settlement of Hammar’s obligations pursuant to this Agreement to the Issuer is conducted by transfer to the Issuer’s bank account. Assignment : Hammar is not allowed to assign its rights and obligations in Agreement without prior written consent from Lender. Term : The Issuer’s obligation to make full repayment shall be settled at the latest within 12 twelve months after the date of the last withdrawal. Based on Amendment to Loan Agreement between the Issuer and HMO drawn up on 28 October 2010, on such loan HMO shall be imposed with interest amounting to SIBOR interest rate 1 month + 2 per year, which shall be calculated from the amount of outstanding Loan. 4. Cash Loan Agreement dated 2 January 2010 privately-drawn with sufficient stamp duty by and between PT Sentosasegara Mulia Shipping “SEN” Subsidiary as Lender with the following terms and conditions: Purpose of Agreement : SEN shall lend certain amount of cash to the Issuer, whereas such cash shall be used by Issuer for general corporate purposes and for such purpose the Issuer shall repay such amount with outstanding expenses and without interest. Amount of Loan : Maximum amount of US1,000,000 one million United States dollars and Rp.2,000,000,000 two billion Rupiah which shall be provided in several drawdowns or in single drawdown in accordance with facility drawdown request from the Issuer, whereby the Issuer is obliged to fully repay such amount in no later than 12 months as of the final drawdown date. Balance as of 30 June 2010: USD 495,132 four hundred ninety five thousand one hundred thirty two US Dollar Date of Withdrawal Until now : 24 May 2010 Repayment : 1. Unless stipulated otherwise in this agreement, the Issuer shall repay such Loan with interest and other outstanding expenses to SEN in the same amount and currency regardless of occurrence of any event which affects currency value of such Loan. 2. The Issuer shall repay the Loan and interest and other outstanding expenses by way of installments on maturity date and in the amount which shall be informed in each invoice delivered by SEN to the Issuer. 3. Each installment of payment for such Loan and other outstanding expenses shall be repaid in no later than 10 days after the occurrence of obligation to repay and is obliged to be paid until the full amount of Loan and such other expenses are fully repaid. 4. Each installment of payment by the Issuer to SEN shall only be repaid in Rupiah andor United States dollars, and WT shall provide receipt for each payment. 5. After the Issuer has settled all of its outstanding obligations pursuant to this Agreement, SEN shall provide evidence of settlement of Liabilities and release the Issuer from its obligations. 6. Each repayment or settlement of the Issuer’s obligations pursuant to this Agreement to SEN is conducted by transfer to SEN’s bank account. Assignment : The Issuer is not allowed to assign its rights and obligations in Agreement without prior written consent from Lender. Term : The Issuer’s obligation to make full repayment shall be settled at the latest within 12 twelve months after the date of the last withdrawal. 78 78

B. Vessel Charter Agreements

In performing its business activities, the Company has entered into vessel charter agreements with related parties of the Company, whereas such contracts andor transactions are continuous. These contracts include the following: 1. Platform Supply Vessel Service Contract No. 1108383-A dated 1 March 2010 privately-drawn by and between WT as “Company” and PT PSV Indonesia as “Contractor”, with the following terms and conditions: Purpose of Agreement: Sets forth terms and conditions of Works which shall be the Contractor’s obligations for each Company and sets forth the contractual rights and responsibilities of the Parties, Governing Law : Law of Republic of Indonesia Contract Object : Greatship Rekha and Greatship Diya Contract Value : USD 55,830,748.74 fifty five million eight hundred thirty thousand seven hundred forty eight point seven four US Dollar Term : Effective from the Effective Date until 693.25 six hundred ninety three point two five Days from the Date of Handover, as stated by the Operator in the Working Order for vessel handover, or demobilization of Drilling Unit, whichever is the latter, however no longer than 1 May 2014. 2. Charter Contract No. 146DKKSW-WTIV08 dated 25 April 2008 privately-drawn with sufficient stamp duty by and between WT as Chartering Party and the Issuer as Owner, with the following terms and conditions: Contract Value : US2,354.25 Charter Object : SMS Prima or its Replacement SMS Express Term : 27 April 2008 until 26 April 2011 3. Charter Contract No,220DKKWT-FOSVII10 dated 28 July 2010 privately-drawn with sufficient stamp duty by and between WT as Chartering Party and Fast Offshore Supply Pte Ltd as Owner, with the following terms and conditions: Contract Value : US4,754,000 Charter Object : FOS Polaris Term : 11 August 2010 until 11 August 2011 4. Charter Contract No. 198DKKANN-WTI10 dated 27 January 2010 privately-drawn with sufficient stamp duty by and between WT as Chartering Party and PT Arial Niaga Nusantara as Owner, with the following terms and conditions: Contract Value : Rp.2,628,000,000.00 Charter Object : BG SMS 2302 Term : 29 January 2010 until 28 January 2011 5. Contract No. 191DKKSW-WTII09 dated 26 February 2009 privately-drawn with sufficient stamp duty by and between WT as Chartering Party and Issuer as Owner, with the following terms and conditions: Contract Value : US1,487,670 Charter Object : SMS Mulia Term : 1 March 2009 until 31 July 2013 6. Platform Supply Vessel Service Contract No. 1108383-C dated 1 March 2010 privately-drawn by and between WT as Company and Seacoral Maritime Pte Ltd as Contractor with the following terms and conditions: Purpose of Agreement : Governs arrangement of PSV Vessel in regard of its utilization for offshore drilling with GSF Explorer Drilling Unit in Makassar Strait, West Sulawesi, Indonesia Contract Value : Maximum total contract value of US745,000 seven hundred and forty five thousand United States dollars Contract Object : Go Cougar Term : 1 March 2010 until 1 May 2014 79 79 7. Vessel Chartering Agreement No. 161DKKSSM-PSBVII2008 privately-drawn with sufficient stamp duty by and between SEN as the owner and PT Pelayaran Salam Bahagia as the chartering party with the following terms and conditions: Charter Object : SV Bintang Natuna Vessel Charter Price : US6.200 six thousand two hundred United States dollars per day total charter price of US6,782,800 Term : 1 July 2008 until 30 June 2011

C. Lease Agreements

The Company has entered into a number of lease agreements with related parties of the Company, including the following: 1. Lease Agreement dated 31 October 2008 privately-drawn, by and between PT Wintermarjaya Lestari as Lessor and Issuer as Lessee, with the following terms and conditions: Object of Agreement : 1 floor of Building with area of approximately 467.40 square meters Lease Price : 1. Lease price shall be Rp.70,000 seventy thousand Rupiah per square meter or Rp.32,718,000.00 thirty two million seven hundred and eighteen thousand Rupiah per year or Rp.1,963,080,000.00 one billion nine hundred and sixty three million eighty thousand rupiah per five years, 2. Service charge shall be Rp.30,000.00 thirty thousand Rupiah per square meter or Rp.14,022,000.00 fourteen million twenty two thousand Rupiah per month or Rp.168,264,000.00 one hundred and sixty eight million two hundred and sixty four thousand Rupiah or Rp.841,320,000.00 eight hundred and forty one million tree hundred and twenty thousand Rupiah per five years, Purpose of Business Venue: Place of Business Term : 1 November 2008 to 31 October 2013 2. Lease Agreement dated 2 November 2008 privately-drawn, by and between PT Wintermarjaya Lestari as Lessor and WT as Lessee, with the following terms and conditions: Lease Price : Pursuant to Article 3 of this Agreement 1. Lease price shall be Rp.70,000 seventy thousand Rupiah per square meter or Rp.55,104,000,00 fifty five million one hundred and four thousand Rupiah per year or Rp.661,248,000,00 six hundred and sixty one million two hundred and forty eight thousand Rupiah per year or Rp.3,306,240,000,00 three billion three hundred and six million two hundred and forty thousand Rupiah per five years, excluding VAT 10 ten percent, 2. Service charge shall be Rp.30,000.00 thirty thousand Rupiah per square meter or Rp.23,616,000.00 twenty three million six hundred and sixteen thousand Rupiah per month or Rp.283,392,000.00 two hundred and eighty three million three hundred and ninety two thousand Rupiah per year or Rp.1,416,960,000.00 one billion four hundred sixteen million nine hundred and sixty thousand Rupiah per five years, excluding VAT 10 ten percent, 3. Payment for lease price and service charge from Lessor to Lessee shall commence no later than 1 May 2009 or after expiration of grace period, whereas such payment shall be made in advance for 2.5 two and a half -year lease period from 1 December 2008 until 30 June 2011; Object of Agreement : 1 floor of Building with area of 787.2 square meters located at Jalan Kebayoran Lama No, 155, West Jakarta Purpose of Agreement : Place of Business Term : 5 five years since 1 December 2008 to 30 November 2013 3. Lease Agreement dated 1 February 2010 privately-drawn with sufficient stamp duty by and between PT Wintermarjaya Lestari as Lessor and PSV as Lessee, with the following terms and conditions: 80 80 Object of Agreement : 1 floor of Building with approximate area of 30 square meters Purpose of Agreement : Place of Business Term : 5 five years since 1 February 2010 to 31 January 2015 Lease Price : 1. Lease price shall be Rp.70,000 seventy thousand Rupiah per square meter or Rp.2,100,000.00 two million one hundred thousand Rupiah per month or Rp.25,200,000.00 twenty five million two hundred thousand Rupiah per year or Rp.126,000,000.00 one hundred and twenty six million Rupiah per five years, excluding VAT 10 ten percent; 2. Service charge shall be Rp.30,000.00 thirty thousand Rupiah per square meter or Rp.900,000.00 nine hundred thousand rupiah per month or Rp.10,800,000.00 ten million eight hundred thousand Rupiah per year or Rp.54,000,000.00 fifty four million Rupiah per five years, excluding VAT 10 ten percent. 4. Lease Agreement dated 2 January 2009 privately-drawn with sufficient stamp duty by and between PT Wintermarjaya Lestari as Lessor and Hammar as Lessee, with the following terms and conditions: Object of Agreement : 1 floor of Building with approximate area of 20.50 square meters Purpose of Agreement : Place of Business Term : 5 years as of 1 January 2009 until 31 December 2014 Lease Price : 1. Lease price shall be Rp.70,000 seventy thousand Rupiah per square meter or Rp.1,435,000.00 one million four hundred and thirty five thousand Rupiah per month or Rp.17,220,000.00 seventeen million two hundred and twenty thousand Rupiah per year or Rp.86,100,000.00 eighty six million one hundred thousand Rupiah per five years, excluding VAT 10 ten percent; 2. Service charge shall be Rp.30,000.00 thirty thousand Rupiah per square meter or Rp.615,000.00 six hundred fifteen thousand Rupiah per month or Rp.7,380,000.00 seven million three hundred and eighty thousand Rupiah per year or Rp.36,900,000.00 thirty six million nine hundred thousand Rupiah per five years, excluding VAT 10 ten percent, The nature of relationship between the Company with PT Wintermajaya Lestari is that PT Wintermajaya Lestari is an affiliate of the Company.

D. Sale and Purchase Agreements

In performing its business activities, the Company has entered into vessel sale and purchase agreements andor transactions with related parties, where such sale and purchase transactions constitute parts of business activities of the Company to improve the quality of services of its fleets. Whereas the agreements andor transactions are as follows: 1. Addendum No. 1 dated 9 March 2010 on Memorandum of Agreement MOA dated 20 November 2009 privately-drawn by and between Greatship India Limited as Seller PT Wintermar or PSV Nominee as Purchaser, with the following terms and conditions: Purpose of Agreement : PT Wintermar agrees to appoint PSV as Purchaser pursuant to MOA, Object of Agreement : Greatship Diya 2. Addendum No. 2 dated 9 March 2010 on Memorandum of Agreement MOA dated 20 November 2009 privately-drawn by and between Greatship Global Offshore Service Pte Ltd as Seller; PT Wintermar or PSV Nominee as Purchaser, with the following terms and conditions: Purpose of Agreement : PT Wintermar agrees to appoint PSV as Purchaser pursuant to MOA, Object of Agreement : Greatship Rekha 3. Vessel Sale and Purchase Agreement No. 98NLA,19IX2009 dated 2 September 2009 privately-drawn by and between Seacoral Maritime Pte Ltd as Seller and WT as Purchaser, with the following terms and conditions: Purpose of Agreement : SMS Rainbow Purchase Price : US5,000,000.00 five million United States dollars 81 81 4. Vessel Sale and Purchase Agreement No. 2535A.19X2005 dated 13 October 2005 by and between Seacoral Maritime Pte Ltd as Seller and PT Wintermar as Purchaser, with the following terms and conditions: Purpose of Agreement : Prisai Vessel Purchase Price : US2,800,000 two million eight hundred thousand United States dollars 5. Vessel Sale and Purchase Agreement No. 2563A,19VIII2006 dated 15 August 2006 privately-drawn by and between Seacoral Maritime as Seller and PT Wintermar as Purchaser, with the following terms and conditions; Purpose of Agreement : SMS JOL Vessel Purchase Price : US4,150,000 four million one hundred and fifty thousand United States dollars 6. Vessel Sale and Purchase Agreement No. 2568A.19VIII2007 dated 14 August 2007 privately-drawn by and between Seacoral Maritime as Seller and PT Wintermar as Purchaser, with the following terms and conditions: Object of Agreement : SMS Vincent Purchase Price : US4,150,000 four million one hundred and fifty thousand United States dollars 7. Vessel Sale and Purchase Agreement No. 2624A.19VIII2008 dated 21 August 2008 privately-drawn by and between Seacoral Maritime as Seller and PT Wintermar as Purchaser, with the following terms and conditions: Object of Agreement : SMS Abel Purchase Price : US4,800,000 four million and eight hundred thousand United States dollars 8. Vessel Sale and Purchase Agreement dated 1 July 2008 privately-drawn by and between Seaman Marine Pte Ltd “Seller” and the Issuer “Purchaser” with the following terms and conditions: Object of Agreement : STG 168 Purchase Price : SGD 1,300,000.00 one million and three hundred thousand Singapore dollars 9. Vessel Sale and Purchase Agreement No. SPPTW0108 dated 17 April 2008 privately-drawn by and between Satria Samudra Pte Ltd as Seller and WT as Purchaser, with the following terms and conditions: Object of Agreement : Satria Satu Purchase Price : US2,250,000.00 two million two hundred and fifty thousand United States dollars 10. Vessel Sale and Purchase Agreement dated 17 March 2008 privately-drawn by and between Seacoral Maritime Pte Ltd as Seller and WT as Purchaser, with the following terms and conditions: Object of Agreement : SMS Able Purchase Price : US5,000,000.00 five million United States dollars, 11. Vessel Sale and Purchase Agreement dated1 October 2009 privately-drawn by and between Seaman Marine Pte Ltd as Seller and WT as Purchaser, with the following terms and conditions: Object of Agreement : STS 233 Purchase Price : US600,000,000 six hundred million United States dollars 12. Vessel Sale and Purchase Agreement dated 30 October 2009 privately-drawn by and between Seacoral Maritime Pte Ltd as Seller and WT as Purchaser, with the following terms and conditions: Object of Agreement : SMS 3001 Purchase Price : US1,000,000.00 one million United states dollars 82 82 13. Sale Purchase Agreement NO. NL001A.20X2010 dated 28 October 2010 drawn up privately-drawn by and between Seacoral Maritime Pte Ltd as the Seller and WT as the Buyer, with the following terms and conditions: Object of Agreement : SMS Vision Purchasing Price : USD 3,800,000 three million eight hundred thousand US Dollar Security Deposit : USD 10,000 ten thousand US Dollar paid at the time of signing of the Agreement Second Payment : USD 390,000 three hundred ninety thousand US Dollar to be paid one month after the vessel is received Payment Balance : USD 3,400,000 three million four hundred thousand US Dollar to be paid 3 months after the Second Payment. Costs for delay in payment: Should the Buyer fail to pay each installment or interest or pre payment value or each obligation incurred, the Buyer shall pay penalty for delay to the Seller amounting to approximately 5. 13. Legal Cases Against the Company As of the date of the issuance of this Prospectus, the Issuer, its subsidiaries, the Board of Directors and Board of Commissioners of the Issuer, and the Boards of Directors and Boards of Commissioners of the Issuer’s subsidiaries are not involved or facing any disputes or being claimed for any cases, both civil or criminal before the court, andor disputes settled through BANI, petitioned for insolvency andor delay of payment of liabilities through Commercial court, taxes disputes at Taxation Disputes Settlement Body BPSP and labor disputes at Industrial Relationship Court PHI. The Issuer and its subsidiaries are not involved in Criminal, Bankruptcy, nor Labor legal cases except for the following tax cases of the subsidiaries: WT a. Court Ruling No.22487PPM,I152010 dated 8 March 2010. Parties : 1. PT Wintermar as Appellant 2.Director General of Taxation as Appellee Object of Claim : KEP-1860WPJ.06BD.062007 dated 18 December 2007 concerning Response to Objection of Underpayment Tax Assessment Letter of Corporate Income Tax year 2003 No.000032060307306 dated 3 October 2006. Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No, KEP- 1860WPJ.06BD,062007 dated 18 December 2007 concerning Objection towards Request for Objection Letter of Appellant No. 4467A.12XII06 dated 26 December 2006 of Underpayment Tax Assessment Letter of Corporate Income Tax year 2002 No. 000032060307306 dated 3 October 2006, the Appellant hereby appeals to the Taxation Court for such ruling; Whereas the taxation dispute between Appellant and Appellee started during examination process conducted by Central Jakarta Tax Office, continued by Central Jakarta Regional Office Director General of Taxation during the objection process, However, Appellant rejected the results from both examination stages, because according to Appellant, the examination results were different from its factual condition. The examiner included a series of transactions as additional income of the company, as follows: 1. Correction of income incurred from sale of vessel Rp.9,353,339,992.00 Whereas according to Appellee, the Hire Purchase transactions for 2 units of vessels to Pelabuhan Indonesia II Persero is regarded as a regular sale and purchase transaction which results in increase of company’s income, this is denied by Appellant because: Whereas pursuant to contract No. HK.56619C.Tpk-03 dated 17 January 2003, article 13 1 with Pelindo II, it is stipulated that at the end of contract period in 2008, a transfer of ownership shall occur upon settlement by Pelindo of its installment obligations; Whereas according to Appellee the amount which must be settled by installment for the period of 60 months has been acknowledged as income from sales, thus becomes 83 83 liable to tax, However, the vessel ownership still lies with the company and is not transferred to Pelindo, unless all installment obligations have been fully settled by Pelindo; Whereas if at present, such installments are acknowledged as income from sales, what if Pelindo is unable to settle its installment obligations, and no transferassignment of vessel ownership occurs; Whereas, as such, during installment period, the payments should be considered as down payment, and sales income shall be acknowledged at the end of installment period, whereby all down paymentsinstallments have been settled; 2. Correction of loss incurred from currency difference Rp.1,078,504,232.00 Whereas during the course of Appellant’s business activities, gain and loss of foreign exchange have occurred, whereby in taxation year 2003, resulted in net loss of foreign exchange difference in the amount of Rp.1,430,314,232.00 less gross income with no outstanding final VAT. whereas Appellee conducted correction of net loss of foreign exchange in the amount of Rp.1,078,504,232.00 because Appellee did not consider other transactions in foreign currency in relation to income with no outstanding final VAT, whereby it should be treated as income of expenses pursuant to general provisions Income Tax Law Article 17, Such has also been affirmed in a number of Letters from Director General of Taxation, among others Letter No. S-332PJ.422003 dated 30 June 2003 concerning Treatment of Income Tax on Gain and Loss of Foreign Exchange for Appellant which Income is Subject to Final Income Tax, Whereas according to Appellant, the net amount of currency difference which may be deducted from gross income is Rp.1,430,314,232.00 3. Correction of reimbursement income from Pelindo Rp.1,528,657,500.00 Whereas during the course of Appellant’s business here occurred an agreement between Appellant and shipping companies, chartering parties or port services party Pelindo, whereas Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement; Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as income tax; Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract; Whereas if Appellee acknowledges such reimbursement as income, then Appellee must also acknowledge its expenses which, in this regard, is in similar amount; Claim : Rejects Decree of Director General of Taxation No. KEP-1860WPJ.06BD.062007 dated 18 December 2007 Ruling : Grant some of Appellant’s appeal request towards Decision of Appellee Number: KEP-1860WPJ.06BD.062007 dated 18 December 2007 concerning Objection towards Request 84 84 for Objection Letter of Appellant No.4467A.12XII06 dated 26 December 2006 of Underpayment Tax Assessment Letter of Corporate Income Tax year 2002 No. 000032060307306 dated 3 October 2006, therefore the 2003 Income Tax is recalculated as follows: Net Income cfm Tribunal: Rp.4,692,209,285.00 Compensation for Loss Rp.2,239,651,523.00 Taxable Income Rp.2,452,557,762.00 Income Tax Expense Rp. 718,267,100.00 Tax Credit Rp. 0.00 Underpayment for Tax Income Rp. 718,267,100.00 Interest administrative sanction Article 13 2 Rp. 344,768,208.00 Total Outstanding Amount Rp.1,063,035,308.00 Case Status : - Judicial Review Process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-560SP.51VII2010 dated14 July 2010, submitted by Director General of Taxation. - Response letter towards application of judicial review Number 3214A.12VIII2010 dated 10 August 2010 from PT Wintermar

b. Court Ruling No. 22495PPM.I152010 dated 8 March 2010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1688WPJ.06BD.062008 dated 29 October 2008 concerning Response to Objection of Underpayment Tax Assessment Letter of Corporate Income Tax year 2005 No. 000082060507307 dated 22 August 2007 Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No. KEP- 1688WPJ.06BD.062008 dated 29 October 2008 concerning Objection towards Request for Objection Letter of Appellant No. 3797A.12X2007 dated 10 October 2007 of Underpayment Tax Assessment Letter of Corporate Income Tax year 2005 No.000082060507307 dated 22 August 2007, pursuant to article 15 1 of Law no. 16 Year 2000 on General Provisions and Procedures of TaxationKUP, the Appellant hereby appeals to the Taxation Court for such ruling; Whereas, such application for appeal is submitted by Appellant because the arguments and results of examination conducted by the Examiner were different from its factual condition and situation on field; Whereas, correction of income from sale of vessel is Rp.16,132,461,160.00 Whereas according to the Examiner, the Hire Purchase transactions for 2 units of vessels to Pelabuhan Indonesia II Persero is regarded as a regular sale and purchase transaction which results in increase of company’s income; Whereas, according to results of re-statement of audit on financial statement for years 2005 and 2006 from Independent Kantor Akuntan Publik Drs, Amir Hadyi and results of audit on financial statement for year 2007 from Kantor Akuntan Publik Aryanto, Amir, Jusuf and Mawar, the vessel hire purchase transaction with Pelindo II as set forth in agreement No, HK,56619C,Tpk-03 dated 17 January 2003 is categorized as finance lease transaction and not sale and purchase of vessel; Whereas, pursuant to contract No.HK.56619C.Tpk-03 dated 17 January 2003, article13 1 with Pelindo II, at the end of contract period year 2008 a conditional transfer of ownership shall occur upon settlement of Pelindo’s installment obligations; Whereas, according to Examiner, the amount paid as installment for the period of 60 months has been acknowledged as advance vessel sales income thus becomes liable for tax, However, the vessel ownership still lies with the company and is not transferred to Pelindo, unless all installment obligations have been fully settled by Pelindo; 85 85 Whereas if at present, such installments are acknowledged as income from sales, what if Pelindo is unable to settle its installment obligations, and no transferassignment of vessel ownership occurs; Whereas the hire purchase transaction with Pelindo II is not a sale and purchase transaction, however such transaction is mentioned as a financing transaction whereby acknowledgement of the company’s lease income is conducted pursuant to Indonesian GAAP; Whereas correction of loss due to currency difference is Rp.215,299,570.00 Whereas during the course of Appellant’s business activities, there occurred profit and loss due to difference of currency, whereby in 2005 taxation year resulted in net loss due to currency difference in the amount of Rp.931,009,945.00 which has been deducted from Gross income with no outstanding final VAT, which was treated as income or expenses based on general provisions withheld from Gross income with no final income tax owed but treated as income or expenses based on general provisions Income Tax Law article 17; Whereas such condition has been affirmed in a number of Appellee’s letters, among others Letter No.S-332PJ.422003 dated 30 June 2003 concerning Treatment of Income Tax on Gain and Loss of Foreign Exchange for Appellant Which Income is Subject to Final VAT. Claim : Cancel KEP-1688WPJ.06BD.062008 dated 29 October 2008 Ruling : Grant some of Appellant’s appeal requests towards Decision of Appellee No KEP-1688WPJ.06BD.062008 dated 29 October 2008, concerning Objection Of Underpayment Tax Assessment Letter of Corporate Income Tax year 2005 No. 000082060507307 dated 22 August 2007, thus 2003 Income Tax is recalculated to become as follows: Net Income cfm Tribunal: Rp.2,913,747,849.00 Compensation for Loss Rp. 0.00 Taxable Income Rp.2,913,747,000.00 Income Tax Expense Rp. 856,624,100.00 Tax Credit Rp. 47,172,199.00 Underpayment for Tax Income Rp. 809,451,901.00 Interest administrative sanction Article 13 2 Rp. 323,780,760.00 Total Outstanding Amount Rp.1,133,232,661.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review. Submission of Judicial Review Memorandum No: MPK-526SP,51VII2010 dated 9 July 2010, submitted by Director General of Taxation. Response to Application for Judicial Review Number 3035A.12VIII2010 dated 10 August 2010 from PT Wintermar.

c. Court Ruling No.22496PPM.I272010 dated 8 March 2010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1689WPJ.06BD.062008 dated 29 October 2008 concerning Response to Objection towards Decision Letter of Income Taxes Paid in Deficit No. 00032410507307 dated 22 August 2007 Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No. KEP-1689WPJ.06BD.062008 dated 29 October 2008 concerning Objection towards Request for Objection Letter of Appellant No.3796A.12X07 dated 10 October 2007 towards Decision Letter of Income Taxes Paid in Deficit Article 15 year 2005 No. 000032410507307 dated 22 August 2007, pursuant to article 15 1 of Law no, 16 Year 2000 on General Provisions and Procedures of TaxationKUP, the Appellant hereby appeals to the Taxation Court for such ruling; 86 86 Whereas, such Objection Letter is submitted by Appellant because results of examination conducted by the Examiner were different from its factual condition and situation on field, The Examiner has: A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party in the amount of Rp.8,204,597,694.00 as additional income revenue which is subject to Article 15 final Income Tax, Whereas towards the result of examiner’s opinion, Appellant firmly objected with the following reasons: a. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement; b. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; c. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; d. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as income tax; e. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract; f. Whereas in accordance with Article 4 1, Law No, 17 Year 2000 Tax Income Law, Tax Object shall mean income, namely any additional economic ability gained or received by Tax Subject, both domestic and offshore, which may be used for consumption or to increase wealth of relevant Tax Subject, in any name and form, Fund received from reimbursement is not an addition to company’s economic ability for such fund is a company fund which has been previously disbursed to be invoiced to customers or vessel owners, B. According to Appellee, shipping services income which has been deducted by Article 15 Income Tax is in the amount of Rp.81,679,015,635.00 meanwhile according to Appellant it is in the amount of Rp.80,488,561,204.00. Claim : Cancel Decision Letter of Director General of Taxation No.KEP-1689WPJ.06BD.062008 dated 29 Oc- tober 2008 Ruling : Grant all of Appellant’s appeal request towards Decision of Director General of Taxation No. KEP-1689WPJ.06BD.062008 dated 29 October 2008 concerning objection towards Decision Letter of Income Taxes Paid in Deficit Article 15 year 2005 No. 000032410507307 dated 22 August 2007, thus the 2003 Income Tax is recalculated to become as follows: Tax Base: Rp.118,376,104,545,00 Article 15 Income Tax Expense Rp. 1,453,737,263,00 Tax Credit Rp. 1,462,195,267,00 Overpayment of Article 15 Income Tax: Rp. 8,458,004,00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-527SP.51VII2010 dated 9 July 2010, submitted by Director General of Taxation, Letter of Response to Judicial Review Memorandum Number 3034A.12VIII2010 dated 10 August 2010 from PT Wintermar. 87 87

d. Court Ruling No,22497PPM,I162010 dated 8 March 2010-

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1690WPJ,06BD,062008 dated 29 October 2008 concerning response to objection towards Decision Letter of Value Added Taxes for Other Goods and Services Paid in Deficit on Delivery of Assets Article 16 D for taxation period of January until December 2005 No.000132370507307 dated 22 August 2007. Case Position : Whereas Appellant applies for appeal towards Appellee’s Decision No,KEP 1690WPJ.06BD,062008 dated 29 October 2008 concerning objection towards Decision Letter of Value Added Taxes for Other Goods and Services Paid in Deficit on Delivery of Assets Article 16 D for taxation period of January until December 2005 No.000132370507307 dated 22 August 2007. Whereas, such objection letter is submitted by Appellant because the arguments on results of examination conducted by the Appellee were different from its factual condition and situation on field. Whereas Appellee has included transaction of sale and purchase of SMS 2102 vessel in the amount of Rp.2,987,995,000.00 as transaction for sale and purchase of Non current assets which in relation to its delivery it shall be liable to Value Added Tax in accordance with Article 16D in Law No, 18 Year 2000 on Value Added Taxes for Goods and Services; Whereas Article 16D in such Law stipulated that Value Added Tax shall be imposed on delivery of assets which initial purpose is not for sale, to the extent the Value Added Tax paid at the time of purchase may be credited; Whereas, the sale and purchase transaction of SMS 2102 vessel transaction to a national shipping company named PT Karya Cemerlang is in accordance with Sale and Purchase Agreement No 2532A.19SPV2005 dated 4 February 2005; Whereas, in relation to such sale and purchase transaction to a national shipping company in accordance with Article 5 paragraph 2 Government Regulation No.38 Year 2003, it is categorized as a transaction which is not subject to Value Added Tax, thus such sale and purchase of vessel transaction should not be subject to Value Added Tax, Claim : Cancel Decision of Director General of Taxation Number KEP-1690WPJ.06BD.062008 dated 29 October 2008 Ruling : Grant some of Appellant’s appeal request towards Decision of Director General of Taxation No, KEP-1690WPJ.06BD.062008 dated 29 October 2008 concerning objection towards Decision Letter of Value Added Taxes for Other Goods and Services Paid in Deficit on Delivery of Assets Article 16 D for taxation period of January until December 2005 No.000132370507307 dated 22 August 2007, thus the 2003 Income Tax is recalculated to become as follows: Tax Base: Rp.113,000,000.00 VAT Out: Rp. 13,300,000.00 VAT In Rp. 8,754,545.00 VAT Overpayment Rp. 4,209,090.00 Administrative Sanction Interest based on Article 13 2 KUP Rp. 1,818,182.00 Outstanding amount Rp. 6,027,272.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-528SP.51VII2010 dated 9 July 2010, submitted by Director General of Taxation. Letter of Response to Judicial Review Memorandum Number 3036A.12VIII2010 dated 10 August 2010 from PT Wintermar. 88 88

e. Court Ruling No.22486PPM.I272010 dated 8 March 2010-

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1884WPJ.06BD.062007 dated 18 December 2007 concerning response to objection towards Decision Letter of Article 15 Income Taxes Paid in Deficit for taxation period of January-December 2002 No.000012410207306 dated 3 October 2006. Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No. KEP- 1884WPJ.06BD.062007 dated 18 December 2007 concerning Objection towards Request for Objection Letter of Appellant No.4466A.12XII06 dated 26 December 2006 towards Decision Letter of Income Taxes Paid in Deficit Article 15 for taxation period of January-December 2002 No. 000012410207306 dated 3 October 2006, the Appellant hereby appeals to the Taxation Court for such ruling; Whereas, such Objection Letter is submitted by Appellant because results of examination conducted by the Examiner were different from its factual condition and situation on field, The Examiner has: A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party in the amount of Rp.4,090,248,108 as additional income revenue which is subject to Article 15 final Income Tax; Whereas towards the result of examiner’s opinion, Appellant firmly objected with the following reasons: a. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement; b. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; c. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; d. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as income tax; e. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract, B. According to Appellee, shipping services income which has been deducted by Article 15 Income Tax is in the amount of Rp.64,584,542,554.00 meanwhile according to Appellant it is in the amount of Rp.61,490,898,479.00. Claim : Cancel Decision Letter of Directorate General of Taxation No.KEP-1884WPJ.06BD.062007 dated 18 December 2007. Ruling : Grant some of Appellant’s appeal request towards Decision of Appellee No KEP- 1884WPJ.06BD.062007 dated 18 December 2007 concerning objection towards Decision Letter of Income Taxes Paid in Deficit Article 15 for taxation period of January-December 2002 No. 000012410207306 dated 3 October 2006, thus the Article 15 Income Tax for taxation period of January until December 2002 is recalculated to become as follows: Tax Base Rp.38,691,189,297.00 Article 15 Income Tax Expense Rp. 479,826,102.00 Tax Credit: Rp. 443,590,236.00 Overpayment of Article 15 Income Tax: Rp. 36,235,866,00 Administrative Sanction Rp. 17,393,216.00 Outstanding Amount: Rp. 53,629,982.00 89 89 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-559SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation. Response to Judicial Review Memorandum Number 3216A.12VIII2010 dated 10 August 2010 from PT Wintermar.

f. Ruling No. 22489PPM.I.15.2010 dated 8 March 2010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1864WPJ.06BD.062007 dated 18 December 2007 concerning response to objection of Underpayment Tax Assessment Letter of Corporate Income Tax Year 2004 No. 000232060407306 dated 3 October 2006 Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No, KEP- 1864WPJ.06BD.062007 dated 18 December 2007 concerning Objection towards Request for Objection Letter of Appellant No, 4468A,12XII06 dated 26 December 2006 of Underpayment Tax Assessment Letter of Corporate Income Tax year 2004 No. 0000232060407306 dated 3 October 2006, the Appellant hereby appeals to the Taxation Court for such ruling; Whereas the taxation dispute between Appellant and Appellee started during examination process conducted by Central Jakarta Tax Office, continued by Central Jakarta Regional Office Director General of Taxation during the objection process, However, Appellant rejected the results from both examination stages, because according to Appellant, the examination results were different from its factual condition, The Appellee included a series of transactions as additional income of the company, as follows: 1. Correction of income incurred from sale of vessel Rp.15,051,539,282.00 Whereas according to Appellee, the Hire Purchase transactions for 2 units of vessels to Pelabuhan Indonesia II Persero is regarded as a regular sale and purchase transaction which results in increase of company’s income, this is denied by Appellant because: Whereas pursuant to contract No. HK.56619C.Tpk-03 dated 17 January 2003, article 13 1 with Pelindo II, it is stipulated that at the end of contract period in 2008, a transfer of ownership shall occur upon settlement by Pelindo of its installment obligations; Whereas according to Appellee the amount which must be settled by installment for the period of 60 months has been acknowledged as income from sales, thus becomes liable to tax, However, the vessel ownership still lies with the company and is not transferred to Pelindo, unless all installment obligations have been fully settled by Pelindo; Whereas if at present, such installments are acknowledged as income from sales, what if Pelindo is unable to settle its installment obligations, and no transferassignment of vessel ownership occurs; Whereas, as such, during installment period, the payments should be considered as down payment, and sales income shall be acknowledged at the end of installment period, whereby all down paymentsinstallments have been settled; 2. Correction of loss incurred from currency difference Rp.1,699,461,388.00 Whereas during the course of Appellant’s business activities, loss and gain from foreign exchange have occurred, whereby in taxation year 2004, resulted in net loss of foreign exchange in the amount of Rp.2,085,811,915.00 less gross income with no outstanding final VAT, 90 90 Whereas Appellee conducted correction of net loss due to foreign exchange in the amount of Rp.1,699,461,388.00 because Appellee did not consider other transactions in foreign currency in relation to income with no outstanding final VAT, whereby it should be treated as income of expenses pursuant to general provisions Income Tax Law Article 17, Such has also been affirmed in a number of Letters from Director General of Taxation, among others Letter No.S-332PJ.422003 dated 30 June 2003 concerning Treatment of Income Tax on Gain and Loss of Foreign Exchange for Appellant which Income is Subject to Final Income Tax as attached; Whereas according to Appellant, the net amount of foreign exchange which may be deducted from gross income is Rp.2,085,811,915.00 Claim : Cancel Decision Letter of Director General of Taxation No. KEP-1864WPJBD.062007 dated 18 December 2007 Ruling : Grant some of Appellant’s appeal request towards Decision of Appellee Number: KEP-1864WPJ.06BD.062007 dated 18 December 2007 concerning Objection of Underpayment Tax Assessment Letter of Corporate Income Tax taxation year 2004 No.000232060407306 dated 3 October 2006, therefore the 2004 Income Tax is recalculated as follows: Net Income cfm Tribunal: Rp.2,349,447,764.00 Compensation for Loss Rp. 0.00 Taxable Income Rp.2,349,447,000.00 Tax Income Expense Rp. 687,334,100.00 Tax Credit Rp. 71,231,038.00 Underpayment of Income Tax Rp. 616,103,062.00 Administrative Sanction Interest Article 13 2 Rp. 271,085,347.00 Outstanding Income Tax Rp. 887,188,409.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-562SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation. Letter of Response to Judicial Review Memorandum Number 3198A,12VIII2010 dated 10 August 2010 from PT Wintermar.

g. Ruling No.22488PPM.I272010 dated 8 March 2010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-1870WPJ.06BD.062007 dated 18 December 2007 concerning response to objection of Underpayment Tax Assessment Letter of Income Tax Article 15 for taxation period of January-December 2003 No. 000012410307306 dated 3 October 2006, Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No, KEP-1870WPJ.06BD.062007 dated 18 December 2007 concerning Partial Objection towards Request for Objection Letter of Appellant No.4464A.12XII06 dated 26 December 2006 of Underpayment Tax Assessment Letter of Income Tax Article 15 for taxation period of January-December 2003 No.000012410307306 dated 3 October 2006, therefore in accordance with Article 27 1 Law No. 16 Year 2000 on General Provisions and Procedure of Taxation; Whereas the taxation dispute between Appellant and Appellee started during examination process conducted by Central Jakarta Tax Office, continued by Central Jakarta Regional Office Director General of Taxation during the objection process, However, Appellant rejected some of the results from both examination stages, because according to Appellant, the examination results were different from its factual condition and situation on field, among others: A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party in the amount of Rp.4,667,550,449,00 as additional 91 91 income revenue which is subject to Article 15 final Income Tax; Whereas towards the result of examiner’s opinion, Appellant firmly objected with the following reasons: a. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement; b. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; c. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; d. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as income tax; e. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract, B. According to Appellee, shipping services income which has been deducted by Article 15 Income Tax is in the amount of Rp.69,676,724,104.00 meanwhile according to Appellant it is in the amount of Rp.65,232,784,514.00. Claim : Cancel Decision Letter of Director General of Taxation No. KEP-1870WPJ.06BD.062007 dated 18 December 2007. Ruling : Grant some of Appellant’s appeal request towards Decision of Appellee No KEP- 1870WPJ.06BD.062007 dated 18 December 2007 concerning objection of Underpayment Tax Assessment Letter of Income Tax Article 15 for taxation period of January-December 2003 No.000012410307306 dated 3 October 2006, thus the Article 15 Income Tax for taxation period of January until December 2003 is recalculated to become as follows: Tax Base: Rp.37,349,152,263.00 Article 15 Income Tax Expense: Rp. 448,189,827.00 Tax credit: Rp. 442,609,857.00 Underpayment of Article 15 Income Tax: Rp. 5,579,970.00 Administrative Sanction Rp. 2,678,385.00 Outstanding Amount: Rp. 8,258,355.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-561SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation. Response to Judicial Review Memorandum Number 3197A.12VIII2010 dated 10 August 2010 from PT Wintermar.

h. Ruling No. 22491PPM.I162010 dated 8 March 2010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP-075WPJ.06BD.062008 dated 25 January 2008 concerning response to objection of Underpayment Tax Assessment Letter of Value Added Taxes for taxation period of January-December 2002 No.000012070307306 dated 6 November 2006. Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No.KEP-075WPJ.06BD.062008 dated 25 January 2008 concerning Appellant Objection Letter towards Request for Objection Letter of Appellant No.485A.12I07 dated 31 January 2007 of Underpayment Tax Assessment Letter of Value Added Taxes for taxation period of January-December 2003 No. 000012070307306 dated 6 November 2006, therefore in accordance with Article 27 1 Law No. 16 Year 2000 on General 92 92 Provisions and Procedure of Taxation, the Appellant hereby applies for appeal to Taxation court to such ruling; Whereas Appellee included a series of transactions as additional company income thus become liable to tax, namely by including all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party in the amount of Rp.4,090,248,108.00 as additional income revenue which is subject to Value Added Tax; Whereas towards the result of examiner’s opinion, Appellant firmly objected with the following reasons: a. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement; b. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; c. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; d. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as income tax; e. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract, Claim : Cancel Decision Letter of Director General of Taxation No. KEP-075WPJ.06BD.062008 dated 25 January 2008. Ruling : Grant all of Appellant’s appeal request towards Decision of Appellee No KEP-075WPJ.06BD.062008 dated 25 January 2008 concerning objection of Underpayment Tax Assessment Letter of Value Added Taxes for taxation period of January-December 2002 No. 000012070207306 dated 6 November 2006, thus the Article 15 Income Tax for taxation period of January until December 2002 is recalculated to become as follows: Tax Base: Rp.71,083,808,857.00 VAT-Out: Rp. 1,299,402,090.00 VAT-In: Rp. 1,254,501,993.00 VAT Underpayment: Rp. 44,900,097.00 Administrative Sanction Interest Article 13 2 KUP Rp. 21,552,046.00 Outstanding Amount: Rp. 66,452,143.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-564SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation, Letter of Response to Judicial Review Memorandum Number 31994A.12VIII2010 dated 10 August 2010 from PT Wintermar.

i. Ruling No.Put.22490PPM.I272010

Parties : 1.PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Dispute : KEP-1865WPJ.06BD.062007 dated 18 December 2007 concerning response to objection of Underpayment Tax Assessment Letter of Article 15 Income Taxes for Taxation Period of January until December 2004 No. 000042410407306 dated 3 October 2006. Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No. KEP- 1865WPJ.06BD.062007 dated 18 December 2007 concerning Objection towards Request 93 93 for Objection Letter of Appellant No. 4465A.12XII06 dated 26 December 2006 of Underpayment Tax Assessment Letter of Article 15 Income Taxes for year 2004 No, 000042410407306 dated 3 October 2006, therefore in accordance with Article 15 1 Law No, 16 Year 2000 concerning General Taxation Provisions and Procedure KUP, the Appellant hereby appeals to the Taxation Court for such ruling; PT Wintermar as Appellant objected to the examination conducted by the Examiner which were different from its factual condition and situations on field, The Examiner has: A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party in the amount of Rp.15,881,231,595.00 as additional income revenue which is subject to Article 15 final Income Tax; Whereas towards the result of examiner’s opinion, Appellant firmly objected with the following reasons: 1. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement, There are 2 categories of reimbursements applicable in such agreements, as follows: a Appellant conducted payment first for all expenses incurred by shipping companies which enter into charter contracts with its customers chartering party with certain reasons for expenses which must be incurred by such shipping company, Wintermar shall afterwards invoice the shipping company for reimbursement of such expenses, As such, it is clear that such reimbursement received by Appellant is not an income from transporting services for persons andor goods or vessel vessel charter as referred to in definition of gross distribution which acts as basis for calculation of Article 15 Income Tax pursuant to Decree of Minister of Finance No: 416KMK,041996, Therefore in this regard, Appellant does not provide any chartering services, thus such reimbursement is not subject to outstanding final Income Tax, b Appellant as a Charter Services Provider Shipping Company enters into charter contracts with chartering parties, whereas such contracts clearly separate charter fees and reimbursement; Whereas such reimbursement fee is mostly for fuel expenses and other materials required for operational of vessel, whereby Appellant conducted payment first and shall later invoice the Chartering Party for reimbursement, Provision on final Income Tax outstanding income is applicable on income from transporting persons or goods using vessels, But not applicable for reimbursement for such material expenses stipulated above; Whereas some of Appellant’s considerations are in regard to deduction of article 23 Income Tax, pursuant to Decision of Appellee No. 170PJ2002 article 12 is stipulated as follows: ”Gross amount for other services aside from construction and catering services is the amount of compensation paid only for provision of services, unless if no differentiation between provision of services and material of goods is provided in the contractagreement, shall be imposed on total contract value” Whereas the same principle must be applied in deduction of Article 15 final Tax Income whereby only the charter fees which shall be subject to final outstanding tax, if such charter contract differentiates between charter fees and material; 2. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; 3. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; 4. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as the company’s tax input; 94 94 5. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract; Whereas the Appellant firmly denies the examiner’s opinion which stated such reimbursement as Appellant’s effort to distort tax object, because such opinion has no basis and is merely a justification of the examiner’s opinion, Meanwhile the reality on field in forms of supporting documents which have been submitted were not considered at all; B. According to Appellee, the shipping services income which has been deducted by Article 15 Income Tax is in the amount of Rp.74,615,890,140.00 meanwhile according to Appellant is in the amount of Rp.63,438,325,556.00 Claim : Cancel Decision of Director General of Taxation No.KEP-1865WPJ.06BD.062007 dated 18 December 2007. Ruling : Grant some of Appellant’s appeal request towards Decision of Appellee No KEP-1865WPJ.06BD.062007 dated 18 December 2007 concerning objection of Underpayment Tax Assessment Letter of Article 15 Income Taxes for taxation period of January-December 2004 No, 000042410407306 dated 3 October 2006, in the name of PT Wintermar, Taxpayer Identification Number 01.001.081.7-073.000, address: Jln Raya Kebayoran Lama No, 155, West Jakarta 11560 thus the Article 15 Income Tax for taxation period of January until December 2004 is recalculated to become as follows: Tax Base : Rp.40,743,704,182.00 Article 15 Income Tax Expense : Rp. 445,539,625.00 Tax Credit : Rp. 416,732,851.00 Overpaid Article 15 Income Tax :Rp. 28,806,774.00 Administrative Sanction : Rp. 13,827,251.00 Outstanding Amount : Rp. 42,634,025.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-563SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation. Response towards Judicial Review Memorandum Number 3196A.12VIII2010 dated 10 August 2010 from PT Wintermar.

j. Tax Court No. Put.22492PPM.I162010

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : Decision Letter of the Appellee No.KEP- 071WPJ.06BD.062008 dated 25 January 2008 concerning response to objection of Underpayment Tax Assessment Letter of Value Added Taxes for year 2003 No. 000022070307306 dated 6 November 2006. Case Position : Whereas in regard to issuance of Decision Letter of the Appellee No. KEP- 071WPJ.06BD.062008 dated 25 January 2008 concerning Objection towards Request for Objection Letter of Appellant No. 0485A.12I07 dated 31 January 2007 of Underpayment Tax Assessment Letter of Value Added Taxes for year 2003 No, 000022070307306 dated 6 November 2006, therefore in accordance with Article 27 1 Law No, 16 Year 2000 concerning General Taxation Provisions and Procedure KUP, the Appellant hereby appeals to the Taxation Court for such ruling; Whereas, Appellant applied for such appeal because the arguments and results of examination conducted by the Examiner were different from its factual condition and situation on field; Whereas Appellee included a series of transactions as additional company income thus become liable to VAT, among others: 95 95 A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party as additional income revenue which is subject to 10 VAT; Whereas, in regard to Examiner’s opinion, Appellant applied for Appeal with the following reasons: 1. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement, There are 2 categories of reimbursements applicable in such agreements, as follows: a Appellant conducted payment first for all expenses incurred by shipping companies which enter into charter contracts with its customers chartering party with certain reasons for expenses which must be incurred by such shipping company, Appellant shall afterwards invoice the shipping company for reimbursement of such expenses; b Appellant as a Charter Services Provider Shipping Company enters into charter contracts with chartering parties, whereas such contracts clearly separate charter fees and reimbursement; Whereas such reimbursement fee is mostly for fuel expenses and other materials required for operational of vessel, whereby Appellant conducted payment first and shall later invoice the Chartering Party for reimbursement without any mark ups on the reimbursement,; 2. Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; 3. Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; 4. Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as the company’s tax input; 5. Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract; B. Included the Bare Boat Hire Purchase for 2 two units of vessels to Pelabuhan Indonesia II Pelindo II Persero as common sales and purchase transactions which result in increase of company income and is subject to outstanding VAT 10, In this regard, the Appellant firmly denied such inclusion due to the following reasons: Whereas, pursuant to contract No, HK,56619C,Tpk-03 dated 17 January 2003, article13 1 with Pelindo II, at the end of contract period year 2008 a conditional transfer of ownership shall occur upon settlement of Pelindo’s installment obligations; Whereas, according to examiner, the amount paid as installment for the period of 60 months has been acknowledged as sales income thus a recalculation was conducted on sales amount for 2004 proportion and the VAT on such recalculation, However, the vessel ownership still lies with the company and shall not be transferred to Pelindo, unless all installment obligations have been fully settled by Pelindo; Whereas if at present, such installments are acknowledged as income from sales, what if Pelindo is unable to settle its installment obligations, and no transferassignment of vessel ownership occurs; Whereas, as such, during installment period, the payments should be considered as down payment, and sales income shall be acknowledged at the end of installment period, whereby all down paymentsinstallments have been settled; Claim : Cancel Decision Letter of Director General of Taxation Number: KEP-071WPJ.06BD.062008 dated 25 January 2008. Ruling : Grant some of Appellant’s appeal request on Decision of Appellee No: KEP- 071WPJ.06BD.062008 dated 25 January 2008 concerning Objection towards Request for Objection Letter of Appellant No, 0485A.12I07 dated 31 January 2007 of Underpayment Tax 96 96 Assessment Letter of Value Added Taxes for year 2003 No. 000022070307306 dated 6 November 2006, thus Value Added Tax for Taxation Period of January-December 2003 is recalculated to become as follows: Tax Base Rp.84,043,112, 233.00 VAT-Out Rp. 2,218,784,589.00 VAT-In Rp. 2,203,109,422.00 VAT Underpayment Rp. 15,675,167.00 Administrative Sanction Interest Article 13 2 KUP Rp. 7,524,080.00 Total outstanding amount Rp. 23,199,247.00 Case Status : Judicial review process in accordance with Judicial Review Memorandum No: PK No.S-6014PJM.I162010 dated 2 July 2010 submitted by Director General of Taxation. Letter of Response to Judicial Review Memorandum Number 3217A,12VIII2010 dated 10 August 2010 from PT Wintermar,

k. Ruling No. 22493PPM.I162010

Parties : 1. PT Wintermar as Appellant 2. Director General as Appellee Object of Claim : KEP-106WPJ.06BD.062008 dated 28 January 2008 concerning response of objection to Underpayment Tax Assessment Letter of Value Added Tax for Goods and Services for Taxation Period of January until December 2004 No.000402070407306 dated 6 November 2006. Case Position : Whereas, Appellant applied for such appeal because the arguments and results of examination conducted by the Appellee were different from its factual condition and situation on field; Whereas Appellee included a series of transactions as additional company income thus become liable to VAT, among others: A. Included all payment received by Appellant in form of reimbursement from numerous customersvessel chartering party as additional income revenue which is subject to 10 VAT; Whereas, in regard to Examiner’s opinion, Appellant applied for Appeal with the following reasons: a. Whereas in regard to Appellant’s business conduct, an agreement was established between Appellant and shipping companies and chartering parties, whereby Appellant is requested to conduct payment of expenses borne by such parties first and later Appellant may request for reimbursement, There are 2 categories of reimbursements applicable in such agreements, as follows: Appellant conducted payment first for all expenses incurred by shipping companies which enter into charter contracts with its customers chartering party with certain reasons for expenses which must be incurred by such shipping company, Appellant shall afterwards invoice the shipping company for reimbursement of such expenses without any mark up on the reimbursements; Whereas reimbursement received by Appellant from its customers is not regarded as additional income but as common reimbursement, because all invoices issued by Appellant shall be paid with debit note mechanism with no mark up; Whereas the debit notes issued by Appellant to its customers are also attached with invoice from relevant suppliers; Whereas all such invoices are inclusive of 10 VAT for this transaction, therefore Appellant did not creditclaim such VAT as the company’s tax input; Whereas all such conditions are common conditions which often occur in shipping business to maintain smooth filed work, and have been governed and agreed by company and customer in each vessel chartering contract; Included the Bare Boat Hire Purchase for 2 two units of vessels to Pelabuhan Indonesia II Pelindo II Persero as common sales and purchase transactions which 97 97 result in increase of company income and is subject to outstanding VAT 10, In this regard, the Appellant firmly denied such inclusion due to the following reasons: Whereas, pursuant to contract No, HK,56619C,Tpk-03 dated 17 January 2003, article13 1 with Pelindo II, at the end of contract period year 2008 a conditional transfer of ownership shall occur upon settlement of Pelindo’s installment obligations; Whereas, according to the Appellee, the amount paid as installment for the period of 60 months has been acknowledged as sales income thus a recalculation was conducted on sales amount for 2004 proportion and the VAT on such recalculation, However, the vessel ownership still lies with the company and shall not be transferred to Pelindo, unless all installment obligations have been fully settled by Pelindo; Whereas if at present, such installments are acknowledged as income from sales, what if Pelindo is unable to settle its installment obligations, and no transferassignment of vessel ownership occurs; Whereas, as such, during installment period, the payments should be considered as down payment, and sales income shall be acknowledged at the end of installment period, whereby all down paymentsinstallments have been settled; Claim : Cancel Decision Letter of Director General of Taxation Number KEP-106WPJ.06BD.062008 dated 28 January 2008. Ruling : Grant all of Appellant’s appeal request on Decision of Appellee No: KEP-106WPJ.06BD.062008 dated 28 January 2008 concerning Objection of Underpayment Tax Assessment Letter of Value Added Taxes for taxation period of January-December 2004 No.000402070407306 dated 6 November 2006, under the name of PT WINTERMAR, Taxpayer Registration Number or NPWP : 01.001.081.7-073.000, address: Jln, Kebayoran Lama No. 155 Jakarta 11560, thus Value Added Tax for Taxation Period of January-December 2004 is recalculated to become as follows: Tax Base Rp.92,255,564,240.00 VAT-Out Rp. 6,104,816,277.00 VAT-In Rp. 6,063,151,237.00 VAT Underpayment Rp. 41,665,040.00 Administrative sanction interest Article13 2 KUP Rp. 20,011,018.00 Outstanding Amount Rp. 61,676,058.00 Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-566SP.51VII2010 dated 14 July 2010, submitted by Director General of Taxation. Response towards Judicial Review Memorandum Number 3215A.12VIII2010 dated 10 August 2010 from PT Wintermar.

l. Ruling No.Put.19307PPM.I162009 dated 10 August 2009

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee Object of Claim : KEP 073WPJ.06BD.062008 dated 25 January 2008 concerning Response of Objection of Underpayment Tax Assessment Letter of Value Added Taxes for Export Goods and Services year 2003 No.000012270307306 dated 6 November 2008. Case Position : Whereas in regard to issuance of Decision Letter of Appellee No: KEP-073WPJ.06BD.062008 dated 25 January 2008 concerning Rejection towards Appellant’s request of objection letter No. 0483A.12I07 dated 31 January 2007 concerning Letter of Decision of Value Added Taxes Paid in Deficit for Import Services and Good SKPKB for year 2003 No. 000012270307306 dated 6 November 2006, thus in accordance with article 27 1 of Law No, 16 Year 2000 concerning General Taxation Provisions and Procedures, the Appellant hereby applies for an appeal to Taxation Court for such ruling. Whereas, Appellant applied for such appeal because the arguments and results of examination conducted by the Appellee were different from its factual condition and situation on field; 98 98 Whereas Appellee has included the Bare Boat Hire Purchase for 2 two units of vessels to Pelabuhan Indonesia II Pelindo II Persero as common sales and purchase transactions which result in transfer of ownership; Whereas, according to the Appellee, the amount paid as installment for the period of 60 months must be acknowledged as sales or transfer of both units of vessels, thus a violation is deemed to occur towards article 5 of Government Regulation No, 38 Year 2003 on “Import andor delivery of certain taxable goods andor services which are not subject to imposition of VAT”, In this regard, the Appellant firmly denied such statement because pursuant to contract No, HK,56619C,Tpk-03 dated 17 January 2003, article13 1 with Pelindo II, only at the end of contract period year 2008 a conditional transfer of ownership shall occur upon settlement of Pelindo’s installment obligations and therefore presently the vessel ownership still remains with the company; Whereas, as such, during installment period, the payments should be considered as down payment, and sales income shall be acknowledged at the end of installment period, whereby all down paymentsinstallments have been settled; Meanwhile according to Examiner, pursuant to Hire Purchase contract by and between PT Pelabuhan Indonesia II Cab, Tanjung Priok hereinafter referred to as PT Pelindo II and Appellant concerning procurement of Tug Boat with bare boat hire purchase system No: HK,56619C,Tpk-03 dated 17 January 2003, the tax subject conducted such hire purchase transaction on both vessels in the amount of US9,768,033 with down payment of US617,145 and monthly installment of US76,257 for the period of 60 months five years, Whereas for such vessel procurement, PT Wintermar purchased both vessels from Oliver Resources Ltd Singapore with contract value of US6,400,000, The import for such vessels utilized the VAT Free Statement Letter facility for import of BKP hereinafter referred to as SKB PPN No: Ket-02WPJ.06KP.03072003 dated 3 July 2003 and Ket-05WPJ.06KP.03072003 dated 23 September 2003, thus import for both vessels are free from VAT with one of the conditions that such vessels shall not be transferred to other parties for five years, Whereas in the hire purchase contract between PT Pelindo II and Appellant No: HK,56619C, Tpk-03 dated 17 January 2003, the sale price has covered purchase price and gross margin, whereby purchase price of both vessels is US3,368,033 for the period of 5 five years. As such, the examiner concluded that Tax Subject has sold both Tug Boats hereinafter referred to as Bima 34 and Bima 35 by way of installments for 5 five years, thus provision of SKB PPN must be cancelled and Tax Subject is obliged to repay its Import VAT, which was previously released pursuant to SKB PPN; Whereas transfer of Bima 34 and Bima 35 vessels with value of Rp.59,028,393,600, which was initially categorized as Article 16D is now re-classified into Import VAT which must be repaid; Whereas the above is necessary because substance of transaction results in violation of SKB PPN which releases Import Vat, thus Appellant must pay such released Import VAT. Claim : Cancel Decision Letter of Director General of Taxation Number KEP-073WPJ.06BD.062008 dated 25 January 2008. Ruling : Grant all of Appellant’s appeal request on Decision of Appellee No: KEP-073WPJ.06BD,062008 dated 25 January 2008 concerning Objection of Underpayment Tax Assessment Letter of Value Added Taxes for Import Goods and Services for taxation period of January-December 2003 No, 000012270307306 dated 6 November 2006, thus Value Added Tax for Taxation Period of January-December 2003 becomes Nil; Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-825SP.51XII2009 dated 3 December 2009, submitted by Director General of Taxation, Letter of Response to Judicial Review Memorandum Number 0046A.12I2010 dated 7 January 2010 from PT Wintermar,

m. Ruling No.Put.19597PPM.I162009 dated 31 August 2009

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee 99 99 Object of Claim : KEP-076WPJ.06BD.062008 dated 25 January 2008 concerning Response of Objection of Underpayment Tax Assessment Letter of Value Added Tax for Imported Goods and Services for taxation year 2002 No. 000012270207306 dated 6 November 2006. Case Position : Whereas, in regard to issuance of Decision Letter of Appellee No: KEP-076WPJ.06BD.062008 dated 25 January 2008 concerning Rejection towards Appellant’s request of objection letter No. 0488A.12I07 dated 31 January 2007 concerning Letter of Decision of Value Added Taxes Paid in Deficit for Import Services and Good SKPKB for year 2002 No.000012270307306 dated 6 November 2006, thus in accordance with article 27 1 of Law No.16 Year 2000 concerning General Taxation Provisions and Procedures, the Appellant hereby applies for an appeal to Taxation Court for such ruling; Whereas, Appellant applied for such Appeal Letter because the arguments and results of examination conducted by the Appellee were different from its factual condition and situation on field; Whereas Appellee has included TB ES ARIES vessel purchase transaction by Appellant from Seacoral Maritime Pte Ltd as a transaction which is subject to import VAT pursuant to Decree of Minister of Finance No: 525KMK.041998; Whereas, Appellant has denied Appellee’s opinion at both, the Taxation Services Office and Regional Office levels during objection process. According to Appellant, KMK No: 252KMK.041998 used by Appellee as basis in this transaction is incorrect because such KMK only mentions capital goods such as machines and factory equipments in both assembled and non-assembled conditions required to produce Taxable Goods, meanwhile Appellant’s import is in form of vessel and not machines and factory equipments; Whereas, during the course of transaction, the Import VAT on purchase of vessel is categorized as Taxable Goods which VAT is borne by the government; Meanwhile, according to Examiner, with correction of import VAT in the amount of Rp.2,969,958,000, because TB ES Aries vessel was purchasedimported from Seacoral Maritime Pte Ltd, Singapore in 2000, provision of article 3 1 SKMK No: KEP-252KMK.041998 is applicable, whereas import shall require a PPN DTP statement letter; Whereas, because such vessel is an imported vessel which was free from import VAT but has been transferredsold before the required period five years, Appellant is obliged to repay Import VAT for TB ES Aries vessel whereby pursuant to NOS.SLESA28.0900 agreement dated 28 September 2000 between Seacoral Maritime Pte Ltd seller and Appellant it was agreed that the purchase price shall be SGD 600,000 equal to Rp.2,969,958,000, Minister of Finance currency dated 28 September 2000, 1 SGD=Rp.4,949.93 Whereas, as such, TB ES Aries vessel which was initially article 16D VAT object is reclassified to become import VAT which must be repaid with import value of Rp.2,969,958,000. Claim : Cancel Decision Letter of Director General of Taxation Number KEP-076WPJ.06BD.062008 dated 25 January 2008. Ruling : Grant all of Appellant’s appeal request on Decision of Appellee No: KEP-076WPJ.06BD,062008 dated 25 January 2008 concerning Objection of Underpayment Tax Assessment Letter of Value Added Taxes for Import Goods and Services for taxation period of January-December 2002 No, 000012270207306 dated 6 November 2006, thus Value Added Tax for Taxation Period of January-December 2003 becomes Nil. Case Status : Judicial review process in accordance with Notification for Application of Judicial Review and Submission of Judicial Review Memorandum No: MPK-002SP.51XII2010 dated 13 January 2010, submitted by Director General of Taxation. Letter of Response to Judicial Review Memorandum Number 0043A.12II2010 dated 1 February 2010 from PT Wintermar.

n. Ruling No.Put. 06543PPM.I102005 dated 4 October 2005

Parties : 1. PT Wintermar as Appellant 2. Director General of Taxation as Appellee 100 100 Object of Claim : KEP-94WPJ.6BD.032004 dated 12 April 2004 concerning Response of Objection of Underpay- ment Tax Assessment Letter of Article 21 Income Taxyear 2001 No: 000502010102903 dated 26 February 2003. Case Position : Whereas, in regard to issuance of Decision Letter of Appellee No: KEP-94WPJ.06BD.032004 dated 12 April 2004 concerning Rejection towards Appellant’s request of objection letter No. 2.129A-12IV03 dated 15 March 2003 concerning Letter of Decision of 21 Income Tax Paid in Deficit year 2001 No: 000502010102903 dated 26 February 2003, thus in accordance with article 27 1 of Law No, 16 Year 2000 concerning General Taxation Provisions and Procedures KUP, the Appellant hereby applies for an appeal to Taxation Court for such ruling. Whereas the taxation dispute between Appellant and Appellee started during examination process conducted by Gambir Tiga Tax Services Office, continued by Jakarta I Regional Office Director General of Taxation during the objection process, However, Appellant rejected all of the results from both examination stages, because according to Appellant, all of the examination results were different from its factual condition and situation on field, and not all supporting data which has been submitted by Appellant was used during the determination of final decision; Whereas, a number of objections from Appellant on results of previous examinations are as follows: 1 Assets Account Whereas Appellee determined the amount of Rp.57,015,704, with amount subject to Article 21 Income Tax of Rp.2,850,789, Meanwhile, all such expenses were purchase expenses for communication devices and transportation expenses for Appellant’s crews leaving or departing to the vessel such as plane tickets, accommodations and papers expenses for other crews, all were issued by Appellant to third parties, not to relevant personnel, thus the Appellee’s opinion that such expenses are subject to Article 21 Income Tax is firmly denied by Appellant because all such expenses are not additional income for relevant personnel; Whereas, Appellant noticed that from such expenses, some of them are pocket money which is the personnel’s income but has not been deducted by tax by the Appellant, Therefore, Appellant acknowledged pocket money expenses of Rp.3,809,500, with outstanding tax of Rp.190,475. 2 Direct Expenses Account Whereas Appellee recorded a number of expenses in this account amounting to Rp.579,249,943, from such amount Rp.28,962,497 is subject to Article 21 Income Tax, Meanwhile all such expenses are company operational expenses such as food for crews, mutation expenses for crew, medical check-up for crew, spare part delivery cost, duty travel expenses for land personnel who shall departreturn to vessel and a number of expenses incurred to arrange for a crew who died on duty, all expenses which are subject to Article 21 Income Tax are not additional income for personnel, thus Appellee’s opinion is firmly denied by Appellant because it is against article 4 Law No. 17 Year 2000 concerning Income Tax which stipulated that Tax Object is income, namely ”any additional economic ability received or obtained by Appellant, both domestic and offshore, which may be used for consumption or to gain wealth,” However, Appellant also noticed its mistake during payment whereas there is a lease fee in relation to transport of vessel during vessel rescue process in Baru Island which has not been deducted yet by Appellant in the amount of Rp.51,221,611, with outstanding tax of Rp.614,659, 3 Indirect Expenses Account Whereas Appellee obtained the figure Rp.285,523,462, with outstanding tax of Rp.14,276,173, as outstanding Article 21 Income Tax expenses, Meanses during its travel to participate in a tender process, and cellular phone usage fees to facilitate communication process, and a number of expenses for office household expenses such as charity for Santo Vincentius Foster Home, condolences bouquet and entertainment in form of parcels for a few of Appellant’s customers, all these expenses are not subject to personnel’s Article 21 income tax object, because they are not additional economic ability for personnelrecipient, and they are supported by receipt of payment by Appellant, therefore Appellant hereby firmly denied Appellee’s opinion; Whereas, in regard to this indirect expenses account, Appellant noticed a mistake during payment, thus there are success fee and consultancy services fee in the total amount of Rp.82,511,500, with outstanding tax amount of Rp.4,914,725 which have not been deducted 101 101 by the Appellant, therefore Appellant acknowledged its mistake and the outstanding tax amount above, Whereas, a number of objections which Appellant have stipulated in this appeal, with this appeal process, Appellant as Appellant expects to be treated more fairly and more transparent in accordance with prevailing regulations in Indonesia, thus the taxation court’s function as final for- tress in taxation dispute in Indonesia may be achieved; Ruling : Grant some of Appellant’s appeal request towards Decision Letter of Director General of Taxation No: KEP-94WPJ.06BD,032003 dated 12 April 2004 concerning Underpayment Assessment Letter of Article 21 Income Tax No: 000502010102903 dated 26 February 2003, thus the outstanding Article 21 Income Tax for Taxation Year 2001 is as follows: Tax Base Rp.2,575,172,453, Article 21 Income Tax Expense Rp. 128,758,623, Tax Credit: Annual and monthly payment Rp. 52,913,237, - Compensation of surplus to the following year Rp. 679,937, Credited tax Rp. 52,233,300 Outstanding amount of Principal Tax Rp. 76,525,323, Administrative sanction: Interest article 132 KUP Rp. 21,427,090, Outstanding amount Rp. 97,952,413, Case Status : Judicial review process in accordance with Letter No: 0128A,12I06 dated 9 January 2006 concerning Judicial Review on Decision of Taxation Court No.Put,06543PPM,I102005, Whereas the said legal cases disputes have no impact on the sustainability of the business of the Company nor on this Public Offering plan. 102 102

VIII. Activities and Business Prospects of the Company

1. General

The Issuer was initially established under the name of PT Swakarya Mulia Shipping in 1995 in Jakarta, pursuant to Deed of Establishment No, 98 dated 18 December 1995 made before Mrs. Trisnawati Mulia, S. Jimmy S.H., Notary in Jakarta, the deed of which was ratified by Minister of Justice by virtue of Decree No.C2-7680.HT.01.01.TH.96 dated 6 March 1996 and registered in the registrar of Central Jakarta District Court No. 221997 dated 24 February 1997, and announced in the State Gazette Republic of Indonesia No. 27 dated 4 April 1997, Supplement to State Gazette No. 1295. Deed of Establishment of the Issuer has been amended a number of times, the latest amendment of which is set forth in Deed of Statement of Shareholders Resolutions of PT Wintermar Offshore Marine Number 15 dated 16 September 2010 and approved by Minister of Law and Human Rights by virtue of Decree Number AHU.44569.AH.01.02 Year 2010 dated 17 September 2010 and registered in Corporate Registry No.AHU0068211.AH.01.09.Tahun 2010 dated 17 September 2010. Such Deed, among others, amended the name of the Issuer to become “PT Wintermar Offshore Marine Tbk.”, the nominal value of shares, and Articles of Association of the Issuer, which is adjusted with Law No.8 of 1995 concerning Capital Market and its implementing regulations in the event of becoming a Public Company. The purposes and objectives of the Issuer is to engage in the shipping sector and in order to achieve such purposes and objectives the Issuer may conduct the following business activities: A. To engage in principal business activity in domestic shipping which includes the following business activities: 1. Conduct business activity of inter port sea transportation in Indonesia which shall be performed in both permanent and regular manner, or non permanent and irregular shipping using all types of vessels; 2. Conduct activities of shippingtransportation of passengers, animals or goods between sea ports, drilling rigs, offshore platforms, and other activities using all types of vessels including offshore sea transportation activity; 3. Conduct transportation of oilgas goods using tankers; 4. Conduct transportation of hazardous material waste B3; 5. Conduct chartering of vessels using various types of vessels; 6. Conduct business as owner’s representative for sea transportation shipping companies, both for permanent and non permanent, domestic and international offshore shipping; 7. Conduct business of sea delay shipping; 8. Conduct business activities relating to lease of shipping-related equipments, including data processing, equipment part list and related business activities; 9. Conduct business activity of ship management, including but not limited to maintenance, docking preparation, supply of spare parts, shipping crew supplies, equipment and tools, logistics, shipping crews, insurances and vessel worthiness certification; 10. Conduct supporting business activities for offshore activities, B. Supporting business activities which support the Issuer’s principal business activities: 1. Conduct geophysical survey activity, such as seismic and underwater surveys; 2. Conduct marine offshore construction such as construction of offshore platform and structure; 3. Conduct under water inspection and repairs such as pipe inspection or repairs and installation of pipes using vessel; 4. Act as ship broker in regard to sale and purchase or charter of vessel; 5. Conduct vessel repairs and maintenance; 6. Act as ship manning agency including but not limited to recruitments and placement of crews in accordance with its classifications; The main business activity conducted by the Company is in the sector of offshore marine support services for oil companies operating offshore, by utilizing the shipping fleet owned by the Company. The Company’s operational office is currently located at Jalan Kebayoran Lama No, 155, Jakarta. In addition, the Company also owns 1 mess for vessel crew located in West Jakarta. The Company has successfully transformed its business activity from the previous vessel chartering services for log transportation for the national log industry, to become transportation services for offshore transportation supporting vessels for the national and multinational oil and gas industry, particularly in the upstream sector. 103 103 The history of business activities performed by the Company commenced in 1970 through Subsidiary PT Wintermar previously PT Worldwide International Marine which was established to provide vessel chartering services to third parties to serve domestic loading transportations such as log for plywood and sand industry. PT Wintermar’s fleet initially consisted of tug boats and barges. In the early 1990s, management of PT Wintermar had a vision to enter into sea logistics supporting services industry for offshore oil and gas companies, considering this sector’s high growth prospects. For the next few years, PT Wintermar prepared the necessary infrastructure including operational policies and procedures and necessary human resources to meet international shipping standard, particularly in regard to quality and safety. In 1992, PT Wintermar entered into a contract with its first international client, Virginia Oil Company Vico, and in 1997, PT Win- termar acquired its first substantial contract from Chevron previously Caltex Indonesia, largest crude oil producer in Indonesia. Since then, its client portfolio has grown larger and provided services for international oil industry companies such as ConocoPhil- lips, BP, Total Indonesie, Petrochina and ChinaNational Oil and OffshoreCompany CNOOC. The Company has rapidly developed and was supported by 57 vessels as of 30 June 2010 with additional 8 vessels delivered or expected to be delivered in the second half of 2010 consisting of various types of vessels, making the Company a strong force of national company in the business of chartering of offshore transportation supporting vessel for domestic and offshore oil and gas industry. In performing its business activity, the Issuer is supported by 6 subsidiaries, namely PT Wintermar, PT Sentosasegara Mulia Shipping, PT Arial Niaga Nusantara, PT PSV Indonesia, PT Hammar Marine Offshore and Abbeypure Pte, Ltd., and by 441 experienced employees and vessel crews. From 2008 up to 2009, the Company has conducted corporate restructuring with the purpose to prepare the Issuer to go public and to strengthen the Issuer’s business and capital structure. The Issuer’s initial public offering plan and its goal to become a public company are part of the Company’s long term plan to continue to improve its business in order to anticipate business growth and to face and benefit from any opportunity to improve its business, following application of the cabotage principle from 1 January 2011. Presidential Instruction Inpres Number 5 year 2005 concerning Empowerment of Shipping Industry is the principle basis of application of the cabotage principle which expired on 31 December 2010, particularly for offshore activities supporting shipping sector. In relation to such, the Company recognized prospects and opportunity to take over market share which has until now been dominated by foreign-flagged vessels operated by foreign companies. With the application of the cabotage principle starting on 1 January 2011, all transporting vessels with Indonesian flag used to support oil and gas upstream industry activities, in accordance with the prevailing laws, must be owned by national companies of Indonesian citizens. In a foreign investment company PMA, in particular, the majority of shares must be owned by an Indonesian national. This requirement creates opportunities for national shipping companies to expand their businesses. Series of corporate restructuring and improvement of Company business capacity also aim to improve the Company’s value and, in wider spectrum, value of all related parties in the Company’s business. In performing its business activity, the Issuer relies on its purposes and objectives which have been determined to perform its business. The Issuer’s complete vision and mission are as follows: � Vision : To be the leading operator of marine vessels in the energy industry in South East Asia. � Mission : To provide high quality marine support services through development and implementation of innovative solutions with strong commitment to safety and to achieve the highest standards of professional conduct through integrity, quality, teamwork and efficiency; and to ensure long term sustainability benefiting all stakeholders.

2. Competitive Strengths

The Issuer is confident that it is able to compete in a competitive manner in this industry because the Issuer has the following strengths:

a. Profound expertise and experience in the industry

The Issuer is one of offshore activity supporting fleet provider companies for offshore oil and gas industry which has been operating for more than 40 years. The Issuer’s management has in-depth operational expertise and experience in this sector. Armed with such experience, the Issuer has successfully established a good reputation and track record which enable it to secure contracts from esteemed oil and gas companies. In addition, the Issuer is also actively involved in INSA Indonesian National Shipowners’ Association and maintains cooperation with Government institutions andor sea transportation unit in developing domestic shipping and oil and gas industries. 104 104 Presently, the Issuer’s President Director holds the position of chairman of the offshore transportation sector of INSA. To perform an active role in similar industry in international scale, the Issuer is also actively involved as a member in IMCA International Marine Contractors Association.

b. Has National and International Certifications

The Company aims to be at the forefront among Indonesian companies in obtaining and achieving international quality standards and certifications related to business activities. The Company has successfully met various standards and regulations determined by multinational customers and authorized international certification institutions. The certifications which presently have been obtained by the Company are as follows: � Safety Management Certification ISM Code from Indonesian Classification Bureau for the Company’s vessels with Indonesian flags � Vessel Safety Management Certification ISPS Code from Indonesian Classification Bureau for the Company’s vessels with Indonesian flags � Safety Management Certification ISM Code from ABS for the Company’s vessels with non-Indonesian flags � Vessel Safety Management Certification ISPS Code from ABS for the Company’s vessels with non-Indonesian flags � Quality Management Certification QMS ISO 9000 from ABS

c. Modern and innovative fleet

The Company’s activity is supported by a relatively young fleet with an average age of approximately 8 years as of 30 June 2010. Almost all vessels owned by the Company have also been equipped with modern equipment and navigational system. The Company has through innovation of product, also built its vessels with multi-functional equipment, thus providing added value for its customers. The Company is planning to increase its fleet with new vessels to strengthen its position as one of the leading offshore supporting vessel fleet provider companies. With its relatively-young fleet, the Company’s operational activities become more efficient and thus reducing repairs and maintenance fees. The Company was the first to own Indonesian-flagged DP 1 and DP2 vessels and the largest and fastest FUV fast utility vessel with Indonesian flag.

d. Strong commitment to health, safety and environmental security

The Company has a strong commitment to health, safety and environmental security aspects. This commitment is reflected in numerous awards received by the Company, among others Exemplary National Shipping Company Year 2005 from Indonesian Ministry of Transportation, “Excellent Safety Performance Operating Without Recordable Incidents” in years 2006, 2007, 2008 and 2009, and “Excellent Safety Performance Operating With Zero Recordable Injury For One Million Man Hours” in 2009 for under water gas pipe network operational supporting services in West Natuna area, and the most recent one “CNOOC Town Hall Awards for Excellent Safety Performance Year 2010”. The Company is confident that its excellent track record in health, safety and environmental security helps it in obtaining new contracts.

e. Extensive business network and good long term relationships with customers

The Company enjoys excellent relationships with its customers, which affirm its position as a local company able to meet high qualification requirements of the international oil and gas industry. A number of the Company’s main customers have been the Company’s customers for more than 10 years. By maintaining excellent relationships with its main customers through understanding of their needs and improving quality of its services, the Company is able to ensure that its existing contracts are renewed and new contracts are available for the Company. 105 105

f. Integrity as a core basis held by the Company in performing its business

The Company prioritizes integrity in performing its business activities. Such integrity is focused on three areas: a. Integrity of Personnel - employees and crew: The Company highly upholds the code of ethics and professionalism in work which are based on values of honesty and commitment to quality and security; b. Integrity of vessel fleet: The Company continues to provide safe, high quality and well-maintained vessels; and c. Integrity of services: All unitsdivisions in the Company cooperate as one entity which provides the best services for its customers, so that the customers can come to depend and rely on the Company.

3. Business Strategy

The focus of the Company is to become a principal partner for multinational oil and gas companies in providing offshore transportation supporting services, both domestic and offshore with evident experience and international certification. The Company has determined 6 pillars of principal business strategies in its effort to tackle competition and to maintain the Com- pany’s business development and continuity. The business strategy implemented by the Company is a guidance used to face the Company’s development in the future. The 6 pillars of the Company’s business strategies are as follows:

a. Development of high quality human resources

Purpose of this strategy is to i instill high integrity as a basic principle in conducting all activities, ii improve service quality based on internal conscience from each individual to comply with determined business quality standard, and iii to improve knowledge and expertise from all resources of the Company. This strategy is applied by the Company with the following methods i high level management commitment to promote core value of integrity to employees under its leadership, ii recruit professional experts in shipping sector with sufficient qualification, and iii structured and routine training program specifically-tailored with each employee’s needs in all levels of organization within the Company, for both employees assigned at the office or onboard of the vessels, implemented internally within the Company or externally with institutions providing trainings.

b. Focus on expansion of high quality and young fleet,

The Company aims to increase its fleet with larger and more technology-advanced vessels with relatively young age, Until present, large and technology-advanced vessels which are able to generate higher income and profit are usually owned by foreign companies. One of the Issuer’s Subsidiaries, PT PSV Indonesia, was the first to own Indonesian-flagged Platform Supply Vessels. With relatively young fleet, the Company’s operational expense is expected to become more efficient and it expects to be able to provide more satisfactory services to customers. Following the application of the cabotage principle from January 2011, foreign-flagged offshore vessels will no longer be permitted to operate in Indonesian coastal waters. Foreign vessel operators in the offshore sector who wish to own Indonesian-flagged vessels will be required to enter into joint ventures or similar arrangements with Indonesian entities. As the Company believes that a significant proportion of revenues in the Company’s industry is accounted for by foreign-flagged vessels, the Company anticipates that demand for Indonesian-flagged vessels will increase following application of the cabotage principle, and will seek to leverage on opportunities to increase its market share resulting from the application of such cabotage principle. The Company plans to accelerate its vessel acquisition plan, which includes among others accommodation barges, crew boats, fast utility vessels, anchor handling tugs, anchor handling tugs supply, ASD tug boats, platform supply vessels, construction vessels and crane barges, as well as offshore tugs and barges.

c. Utilization of advanced information technology system in operational activity,

Purpose of this strategy is to i integrate communication and control among on land operational areas with offshore operational areas, ii enable an integrated vessel logistic data processing, movement of vessel crew and application of Planned Maintenance System PMS technology, and iii ensure achievement of operational efficiency and repairs of equipment procurement and control. 106 106 This strategy is applied with the following methods i utilizing online and real-time system to process procurement of vessel logistics connected to PMS ii utilization of Pointreck System to monitor ship movement and fuel consumption, and iii continuously develop and improve internal system. d. Utilize and expand excellent relationships with customers and maintain communications with the industry’s players Purpose of this strategy is to i minimize risk of dependency on certain customer group, ii improve understanding of customer’s needs and market share, and iii able to estimate maritime logistics needs trend in the future and provide effective solution for the customer’s needs. This strategy is applied with the following methods i continuously maintain an expansive relationship with national and multinational oil and gas companies, ii continuously maintain excellent relationship with the industry’s players, iii improve INSA’s active role in developing potential of offshore supporting business sector in Indonesia, and iv cooperate with key partners to become a trustworthy services providers, including regulators and administrative parties which determine the industry’s policy relating to the Company.

e. Conduct strategic alliance with foreign companies

Purpose of this strategy is to i expand the scope of provided services, ii increase the Company’s opportunity to obtain new contracts and iii strengthen Company’s position as logistics services provider in Indonesia, and iv improve the Company’s technology through transfer of technology. Implementation of this strategy is by i continuously identifying and creating opportunities to conduct strategic alliances, ii strengthening communications with ship owners in Asia to optimize marketing, iii identifying foreign companies providing services in oil and gas industries, and iv applying new technology learned during current alliances to the Company. Following the application of the cabotage principle from January 2011, foreign-flagged offshore vessels will no longer be permitted to operate in Indonesian coastal waters. Foreign vessel operators in the offshore sector who wish to own Indonesian-flagged vessels will be required to enter into joint ventures or similar arrangements with Indonesian entities in which such foreign operators may hold not more than 49 of the business, and is required to own at least one vessel with of at least 5,000 GT. The Company intends to seek to pursue opportunities for strategic alliances with one or more foreign operators to act as their Indonesian partner, particularly those that focus on larger vessels that we currently do not have, and is currently in discussions with one such operator.

f. Provide services with high integrity

Purpose of this strategy is to continuously provide services to its customers which meet high security and safety standards. Implementation of this strategy is directed by instilling integrity on i all employees, whereas all employees must comply with determined behavior code of ethics, ii all vessels, namely all of the Company’s vessels must be in goodbusiness-worthy conditions, with high quality, in safe and well condition with no damages, and iii services, whereas all members of the Company’s organization cooperate as a unit to prove the best services for customers.

4. Business Activities of the Company

The Company’s business activity is to provide offshore supporting transportation services for companies in the oil and gas industries, in exploration, development, production and post production stages, by utilizing vessel fleet owned directly and indirectly by the Company, and also by using vessel fleet chartered from affiliated or third parties. In order to perform such business activities, the Company has obtained necessary licenses from authorized Government institutions. The Company provides various types of services to support offshore oil and gas business activities. Such activities consist of, among others towing, mooring and anchoring rigplatform to certain locations where drilling of oil and gas is currently underway, transportation of oil bay workers, machines, equipments, tools, and supply of food, clean water, and fuel. Other services provided are security patrol in under water gas pipeline network and berthing and unberthing, harbor tug. A number of Company’s vessels are equipped with fire extinguisher equipment. Business activities of the Company are based on services provision contracts obtained through tender process held by prospective customers. As applicable in oil and gas industry in Indonesia, all oil and gas companies operating in Indonesia must meet the requirements governed by BPMIGAS as further stipulated in paragraph 7 of this chapter, including long term procurement of goods and services contracts. Such procurement of goods and services contracts generally consists of various types, ranging from 1 month to more than 5 years. However, for the last 2 years, tender for procurement of offshore supporting transportation services shows a change in trend in terms of term of contract, where presently there are more of contracts with term of between a few months to 3 years as compared to contracts of more than 3 years. On one hand, such trend brings 107 107 positive impacts whereas shorter term contracts result in accelerated procurement process for the following period, which directly provides bigger opportunity for players to participate and opportunity to obtain contract With the changing of trend and improvement of technology applied in oil and gas industry, and the increasingly tight provision on work safety and security and environmental cleanliness, ability to provide fleet of vessels which meet such high requirement specifications is an important factor to strengthen ability to compete and win a tender for procurement of offshore supporting transportation services. In relation to the above, the Company directs its business strategy towards increasing the number of technology-advanced vessels, and continuously renewing safety and security standards in accordance with the latest international standard, and expanding its cooperation network with other similar international companies. The Company classifies its business activities into three groups, namely: a. Operational of own fleet b. Chartering – both affiliated or non-affiliated c. Ship Management and other services – management of third party vessels, both affiliated or non affiliated The offshore oil and gas industry has extensive supporting services requirements with certain specifications. A few types of supporting vessels are often required to serve one offshore oil drilling well. Owning reliable fleet in terms of transportation capacity, speed, technology, facility and supporting equipments with complete types and functions are important factors to achieve and serve more extensive requirements in offshore oil and gas industry. In addition to owning a number of different types of vessels, the Company’s vessels are designed to be able to perform 2 or 3 functions required by the customers simultaneously. The Company not only relies on its fleet, but it also expands its income potential by using third party or affiliated party vessels. This strategy is undertaken to satisfy customer’s needs, expand income potential and extend types of services provided by the Company. This strategy benefits the Company because it does not require high capital expenditure; it uses available infrastructures and experience. Other service provided by the Company is management of offshore terminal. In this service, the Company utilizes ASD Tug vessel which may be used to conduct maneuver, particularly to pull or push vessels to dock in terminals for oil and gas companies, and also coal mining companies. To support various types of services, the Company owns and operates various types of vessels, among others platform supply vessel, fast utility vessel, anchor handling tug boat, diving support vessel, oil barge, tug boat, crew boat, work boat, mooring boat, supply boat, landing craft and flat-top barge. The following table displays pictures and captions on various types of vessels owned and operated by the Company: ASD Tug A tug boat equipped with ASD propellers with better maneuver ability compared to fixed propel- ler and rudder system Crew Boat Used to transport personnel, light goods from land to location of offshore drilling well, This vessel may also be used to monitor under water pipeline network to avoid potential damages due to activities of other vessels which cross the underwater pipeline network Platform Supply Vessel Transport required goods of oil drilling well and return other cargoes to supply base port on land, Own cargo tank to carry drilling mud, pulverized cement, diesel fuel, water, and chemical substances 108 108 Fast Utility Vessel Used to transport crew and requirements of an oil drilling well in higher speed compared to similar type of conventional vessel, and may be used for emergency purposes Anchor Handling Tug Vessel with a quite spacious deck equipped with crane to load and unload cargoes, This vessel is also used to pull laybarge anchors or tow rigs Utility Vessel Used to transport goods and personnel from and to location of oil drilling well Oil Barge Used to transport crude and processed oil Landing Craft Used to transport and land cargoes such as ve- hicles, construction pipes and drilling equipment, This vessel may be used to transport cargoes on ports which do not have sufficient depth to dock and do not have pier or crane facility. This vessel may be used to reach remote areas Diving Support Vessel Used to transport workers and divers who shall perform inspection, construction or repairs of underwater offshore installation. This vessel is also used to support diving and inspection activities

5. Services of the Company

The Company provides offshore transportation services to national and multinational oil and gas companies which conduct offshore oil and gas drilling activities, from exploration until production stages. In providing such services, the Company charters various types of vessels in accordance with the chartering party’s requirements, whereas the chartered vessels are equipped with onboard crews who are ready to be used at all time in accordance with the chartering party’s needs during the charter period. The vessel operational activity is led by a ship captain who is responsible for the overall vessel operational and navigation, meanwhile the chief engineer supports vessel operational activity by ensuring that the vessel’s machines and equipments are functioning well and optimally, whereby they shall be supported by deck crews and machineries crews. The Company’s fleet age is relatively young, therefore the maintenance process becomes relatively easier and the operational is more efficient. The Company’s customers are generally international oil and gas companies operating in Indonesia. A few of the Company’s customers have maintained relationships with the Company for more than 10 years. Offshore transportation services for offshore oil and gas companies may be provided in various stages of oil and gas. This stage generally consists of i seismic and survey stage; ii drilling stage; iii construction stage, and iv production stage, In consideration of the customer’s needs as stipulated in the contract, chartered vessels may generally perform more than one type of supporting duty. 109 109 The following is explanation on activities performed by the Company’s vessel crew in supporting activities of offshore oil and gas companies: Seismic and Survey Stage In this stage, the Company’s vessels support seismic mother ship activities, among others in performing the following works: � Perform refill of fuel and plain water to seismic mother ships used for seismic survey; � As a chase boat, the Company’s vessel assists seismic mother ship’s activities in issuing warnings and dismissing other vessels to ensure that they do not approach seismic activity area, including to clean fisherman’s nets which were left behind or are within the seismic activity area. Drilling Stage In this stage, the Company’s vessels perform the following works, among others: � Pull rigs and conducts offshore mooring on location points according to determined coordinates; � Determine anchor pattern to perform anchoring rig at drilling locations; � Transport bulk cargo such as cement, oil base mud, fuel and plain water for drilling operations, Other cargoes such as pipes, equipments and spare parts; � Conduct other stand-by works such as fire extinguishing and handling pollution caused by oil spill, and patrolling duties when vessel traffic is high, search and rescue duties when required, The Company’s Fast Utility Vessel is equipped with safety, pollution handling and fire extinguishing equipments; � Transport personnel from land to offshore rigs, platform or vessel during change of crews and other needs such as food, beverages and others; � Assist de-mobilization of bay after completing drilling process and pull the bay to other places. Construction Stage In this stage, the Company’s vessels perform the following works: � Assist in preparation, assist in pulling platform or jacket to oil well location where production process is conducted; � Perform standby works such as fire extinguishing and prevention of offshore oil pollution; � Assist in transportation of pipes and other construction materials; and � Transporting personnel from land to offshore work location, or vessel during change of vessel crews, and other needs such as food, beverages and others. Production Stage In this stage, the Company’s vessels perform the following works, among others: � Support ship to ship transfer activity for transfer of oil from FSOFPSO to off-take tanker; � Provide stand-by services such as fire extinguishing and prevention of oil pollution; � Transporting personnel from land to offshore work location, or vessel during change of vessel crews, and other needs such as food, beverages and others. The following table displays the Company’s income for the last 5 five years based on its business activities: In million Rupiah Remarks 30 June 2010 31 December 2009 2008 2007 2006 2005 Thousand Rp. Thousand Rp. Thousand Rp. Thousand Rp. Thousand Rp. Thousand Rp. Charter of Vessel– Vessel Owned 152,280 56.33 248,256 62,97 210,489 67.16 196,702 75.20 112,289 56.83 81,053 64.43 Charter of Vessel – Chartered Vessel 100,124 37.04 121,895 30.92 63,509 20.26 62,799 24.01 81,036 41.01 44,589 35.44 Others 17.903 6,63 24,.078 6.11 39,406 12.58 2,057 0.79 4,247 2.16 153 0.13 Total 270,307 100.00 394,229 100.00 313,404 100.00 261,558 100.00 197,572 100.00 125,795 100.00

6. The Fleet of the Company and its Subsidiaries

As of 30 June 2010, the number of vessels operated by the Company and its Subsidiaries is 57 vessels, consisting of 13 vessels ownedby the Company, 44 vessels owned by Subsidiaries, 8 vessels are expected to be delivered in the second semester of 2010, and 11 vessels that are about to be chartered from affiliated parties and third parties. Such vessels consist of 32 barges tugboats, 5 crew boats, 3 anchor handling tugs, 4 landing crafts, 8 utility vessels, 2 platform supply vessels, and 3 vessels of other types. 110 110 The following table displays growth in number of vessels owned by the Company from 2005 until 30 June 2010 based on type of vessels: Type of Vessels 30 June 2010 31 December 2009 2008 2007 2006 2005 Crew Boat 5 5 12 10 10 10 Tug Boat 16 16 16 19 20 19 Flat Top Barge 9 10 12 12 12 13 Landing Craft 4 4 3 3 2 2 Accommodation Work Vessel 1 - - - - - Oil Barge 7 8 8 7 7 7 Oil Tanker 1 2 2 1 2 1 Fast Utility Vessel 5 5 4 3 2 - Utility Vessel 3 3 2 2 1 1 Anchor Handling Tug 3 3 3 2 1 1 Azimuth Stern Drive Tug 1 1 1 1 1 - Platform Supply Vessel 2 - - - - - Diving Support Vessel - - - - - - Total 57 57 63 60 58 54 Two tugboats have been sold after 30 June 2010. The following is a list of names of vessels owned and operated by the Company and its Subsidiaries at the time of issuance of this Prospectus: No Name of Vessel Type of Vessel Construction Year Power HP Size dwt Acquisition Year Owner Flag 1 SMS Express Crew Boat 1986 2 x 1800 2008 WIN Indonesia 2 SMS Prima Crew Boat 1986 2 x 1800 2008 WIN Indonesia 3 Petro Maju Landing Craft 1997 2 x 380 2005 WIN Indonesia 4 SMS Mulia Landing Craft 2009 2 x 600 2009 WIN Indonesia 5 SMS Swakarya Landing Craft 1997 2 x 500 1998 WIN Indonesia 6 SMS Tangguh Landing Craft 2006 2 x 600 2007 WIN Indonesia 7 OB SMS 3000 Oil Barge 2000 2.800 dwt 2001 WIN Indonesia 8 OB SMS 3002 Oil Barge 2002 2.800 dwt 2003 WIN Indonesia 9 OB SMS 3003 Oil Barge 2005 2.800 dwt 2005 WIN Indonesia 10 SMS Sakti Tug Boat 2001 2 x 818 2005 WIN Indonesia 11 STG 168 Tug Boat 2001 2 x 818 2008 WIN Indonesia 12 SMS Transporter Accomodation Work Vessel 1997 2 X 945 1999 WT Indonesia 13 GESIT Crew Boat 1982 3 x 510 2004 WT Indonesia 14 Pesat Crew Boat 1991 2 x 510 2004 WT Indonesia 15 Petir Crew Boat 1991 2 x 510 2004 WT Indonesia 16 Prisai Fast Utility Vessel 2005 3 x 1400 2006 WT Indonesia 17 SMS Able Fast Utility Vessel 2008 3 x 1400 2009 WT Panama 18 SMS Abel Fast Utility Vessel 2007 3 x 1400 2008 WT Indonesia 19 SMS JOL Fast Utility Vessel 2006 3 x 1400 2006 WT Indonesia 20 SMS Vincent Fast Utility Vessel 2007 3 x 1400 2007 WT Indonesia 21 Dawai II Flat Top Barge 1996 900 dwt 2004 WT Indonesia 22 SMS 233 Flat Top Barge 2002 3.715 dwt 2009 WT Indonesia 23 SMS 3001 Flat Top Barge 2005 8.000 dwt 2009 WT Indonesia 24 SMS 303 Flat Top Barge 2005 7.576 dwt 2006 WT Indonesia 25 OB SMS 90 Oil Barge 1997 900 dwt 1998 WT Indonesia 26 Satria Satu Oil Tanker 1998 2 x 800 2008 WT Indonesia 27 Dwiprima 1 Tug Boat 1997 2 x 350 2000 WT Indonesia 28 SDS 24 Tug Boat 2001 2 x 640 2001 WT Indonesia 29 SDS 32 Tug Boat 2002 2 x 818 2007 WT Indonesia 30 SDS 38 Tug Boat 2004 2 x 400 2005 WT Indonesia 31 SDS 40 Tug Boat 2004 2 x 400 2005 WT Indonesia 32 SDS 42 Tug Boat 2004 2 x 500 2005 WT Indonesia 33 SDS 44 Tug Boat 2005 2 x 1016 2005 WT Indonesia 34 SDS 46 Tug Boat 2005 2 x 1018 2006 WT Indonesia 35 SDS 48 Tug Boat 2005 2 x 1018 2006 WT Indonesia 36 SDS 50 Tug Boat 2006 2 x 829 2007 WT Indonesia 37 ES Taurus Utility Vessel 1997 2 x 640 2001 WT Indonesia 38 SMS Voyager Utility Vessel 2008 2 x 1400 2009 WT Indonesia 39 Bintang Natuna Anchor Handling Tug 2005 2 x 2000 2007 SMS Indonesia 40 Petro Perkasa Anchor Handling Tug 1996 2 x 2300 2005 SMS Indonesia 111 111 No Name of Vessel Type of Vessel Construction Year Power HP Size dwt Acquisition Year Owner Flag 41 Wei Gang Tuo 10 Azimuth Stern Drive Tug 2000 2 x 2000 2006 SMS Indonesia 42 SMS 1808 Flat Top Barge 2002 1.500 dwt 2002 SMS Indonesia 43 SMS 1805 Oil Barge 1999 1.800 dwt 1999 SMS Indonesia 44 SMS 1806 Oil Barge 1999 1.800 dwt 1999 SMS Indonesia 45 SDS 28 Tug Boat 2001 2 x 640 2001 SMS Indonesia 46 SMS Frontier Utility Vessel 2006 2 x 829 2007 SMS Indonesia 47 Bintang Sebatik Anchor Handling Tug 2007 2 x 1750 2008 ANN Indonesia 48 SMS 2302 Flat Top Barge 2001 3.715,8 dwt 1999 ANN Indonesia 49 Petro Nusantara Flat Top Barge 1996 1.600 dwt 2005 ANN Indonesia 50 Petro Badak Oil Barge 1992 5.700 dwt 2007 ANN Indonesia 51 SMS Arial Tug Boat 1999 2 x 350 2007 ANN Indonesia 52 Niagara 1801 Flat Top Barge 1997 1.500 dwt 1999 ANN Indonesia 53 Niagara 1803 Flat Top Barge 1997 1.500 dwt 2001 ANN Indonesia 54 WM Makassar Platform Supply Vessel 2010 2 x 3156 2010 PSV Indonesia 55 WM Sulawesi Platform Supply Vessel 2003 2 x 2725 2010 PSV Indonesia 56 SMS Rainbow Fast Utility Vessel 2010 3 X 1400 2010 WT Indonesia 57 SMS Assurance Anchor Handling Tug 2010 2 x 2000 2010 WT Indonesia 58 SMS Discovery Diving Support Vessel 2010 2 x 1400 2010 SMS Indonesia 59 SMS 250 Heavy Load Barge 2010 4.000 dwt 2010 SMS Indonesia 60 SMS Vanda Tug Boat 2009 2 x 1600 2010 SMS Indonesia 61 SMS Spectrum Fast Utility Vessel 2010 3 X 1400 2010 ABP Panama These vessels have been sold after 30 June 2010 and have not been received by the buyer, nor the purchase price paid in full. Note : WIN = PT Wintermar Offshore Marine Tbk WT = PT Wintermar SMS = PT Sentosasegara Mulia Shipping ANN = PT Arial Niaga Nusantara HMO = PT Hammar Marine Offshore PSV = PT PSV Indonesia The following constitutes the list of vessels of the Company that have been and shall be received by the Company within the period between 1 July 2010 and the date this Prospectus is issued, namely: No Name of Vessel Type of Vessel Construction Year Power HP Size dwt Acquisition Year Owner Flag 1 Seacove Knight Anchor Handling Tug 2010 2 X 2600 2010 WT Indonesia 2 Jenny HW07 Utility Vessel 2010 2 x 1400 2010 HMO Indonesia 3 SMS Vision Fast Utility Vessel 2010 3 X 1400 2010 WT Indonesia Vessels have been received by the company since the publication of this propectus. The Company charters vessels from affiliated parties and third parties from time to time, used for the Company’s business activities. The following is a list of vessels chartered from affiliated and third parties and which the Company’s chartering division has chartered out to customers, as of 30 June 2010: No, Name of Vessel Type of Vessel Construction Year Size HP Owner Flag 1 FOS Universe FMPV 2003 4 x 2575 Fast Offshore Supply Pte, Ltd, Panama 2 FOS Star FMPV 2007 4 x 2575 Fast Offshore Supply Pte, Ltd, Panama 3 FOS Polaris FMPV 2008 4 x 2575 Fast Offshore Supply Pte, Ltd, Panama 4 FOS Orion FMPV 2008 4 x 2575 PT Fast Offshore Supply Pte Indonesia 5 FOS Gemini FMPV 2010 4 x 2575 Fast Offshore Supply Pte, Ltd, Panama 6 POSH Voyager AHTS 2008 2 x 4000 POSH Semco Pte, Ltd Singapore 7 POSH Value AHTS 2010 2 x 4000 POSH Semco Pte, Ltd Singapore 8 9 10 11 ERA Maritim Servewell Eager GO Cougar Highland Guide AHTS Tug PSV PSV 2007 2008 2008 1999 2 x 2575 2 x 600 2 x 2600 2 x 2320 PT Era Indosia Fortune PT Logindo Go Offshore Pte Ltd Gulf Mark Offshore Indonesia Indonesia Liberia Panama Chartered after 30 June 2010 . The charter period for each vessel chartered by the Company from affiliated and third parties depends on the length of a services contract provided by the Company to its customers. 112 112

7. Business Process of the Company

Series of process which must be undertaken by the Company to acquire a contract is generally by way of tender process in accordance with Manpower Guidance Regulation No, 007-Revision-1PTK2009 issued by BPMIGAS, The stages of such tender process are as follows: 1 Auction Announcement Announcement of auction is conducted publicly through announcement board in KKS Contractor, Newspaper and Electronic Media, as well as BPMIGAS Website. Announcement of auction consist of, among others name and address of KKS contractor which shall conduct auction, Title and number of auction and brief description on auctioned goodsservices, conditions of registration, place, day, date and time limitation to register as candidate of auction process, procedures and time frame for implementation of assessment on qualification of auction participant candidate, and the venue, date and time to collect qualification documents and procurement documents. 2 Registration Stage Before the Company may be invited to a tender process, the Company must register to be qualified as partner of the relevant oil and gas company. Criteria required in registration process, among others include: experience, has sound financial condition, has excellent safety and environmental policy, possesses HSE Health, Safety, Environment certification which meets the required standard, has required licenses and sufficient administration, such as deed of establishment, Taxpayer Registra- tion Number or NPWP, Letter of Acknowledgement of Taxable Entrepreneur, Certification from Indonesian Chamber of Trade and Commerce or KADIN, employee social security or Jamsostek, company domicile, Sea Transportation Business License or SIUPAL, Company Registration Certificate and Oil and Gas Registration Statement Letter or SKT Migas. 3 Pre-qualification Stage In this stage, oil and gas company conducts evaluation on completeness of licenses, certifications, and administrations submitted by Company at the previous stage. At this stage, generally, the Company shall sign domestic component statement letter which is the Company’s commitment to utilize a minimum domestic component of 35. 4 Invitation to Submit Tender Stage After duly registered as partner of an oil and gas company, if such company requires offshore supporting vessel services, such company shall invite the Company to submit its bid through a tender process for requirement of logistics supporting vessels or other logistic services. In such invitation, the customer determines the requirements to submit tender, Invitation to submit a bid through a tender process may be conducted through mass media or direct invitation to the Company. 5 Open Bid Stage Open Bid stage is when the Company and its competitors must meet all tender requirements determined by customer, submit complete registration document and name a bidding process. The tender committee established by the Company shall conduct evaluation to ensure that the Company has the ability and resources to meet the requirements determined in submitting a tender. This stage is completed with all participants being granted the opportunity to examine completeness of documents and bidding submitted by other participants on the day determined to submit a tender. 6 Technical Survey Stage Generally, a tender consists of operational, technical and commercial aspects. The operational and technical aspects consist of among others: i specifications of required type of vessels; ii required type of services; iii charter period; iv health, security and environmental requirements; v execution plan; vii information on vessel crew’s qualifications; viii management experience; and ix information on insurances. These aspects are observed and examined during a technical survey conducted by the tender offering company. The survey is relatively timely and may take up to several months for a complexcomplicated tender. 7 Commercial and Negotiation Stage The commercial and negotiation aspects in regard to vessel charter and services fees. 8 Granting of Contract Stage When the Company wins a tender, a contract shall be granted to the Company, and resources required for the project vessels and vessel crew shall be allocated in accordance with the contract’s needs. Previously, the Company shall perform final examination to ensure that the vessels which shall be mobilized are in accordance with technical specifications requested by 113 113 customer. Sometimes, the customer itself shall conduct final examination survey to ensure that the chartered vessel is in accordance with the desired requirements.

8. Customers of the Company

Most of the Company’s customers are companies engaged in the oil and gas industry, among others ExxonMobil, ConocoPhillips, Husky Energy, BP Beyond Petroleum, Premier Oil, Pertamina, Chevron, Total, PetroChina, PetroSelat, Santos, Kodeco Energy, Medco Energy, CNOOC, Reliance and Star Energy. The Company maintains a close relationship with its customers, which allows it to understand its customers’ strategic development plans which may be a basis for planning the Company’s business development in the future. The following is a list of the Company’s main customers, with top 10 customers having contributed 65.5 of the Company’s total revenues for the six months ended 30 June 2010: The Company has been increasing the number of customers in the last few years by taking part in more tenders and actively visiting potential customers. This strategy has shown results, which are three newly acquired customers, namely Anadarko Propordi Ltd, Eni Bukat Ltd, and Statoil Indonesia. The Company also continues to endeavor to understand business of its current and prospective customers, and to gain information about their demands and requirements to be able to develop and provide innovative and best transportation solutions. The senior management and operational team continue to maintain relationship with its customers to gain information on, identify and respond any change in each customer’s business and to be able to benefit from business opportunity from such customer. No. Name of Customer 1 Anadarko Propordi Ltd 2 ConocoPhillips Indonesia Ltd 3 Kodeco Energy Co Ltd 4 Premier Oil Natuna Sea B.V 5 Kangean Energy Indonesia Ltd 6 BP Berau Ltd 7 ExxonMobil Exploration Production Indonesia 8 Salam Bahagia 9 Eni Bhukat Ltd 10 BUT Statoil Indonesia 114 114 To expand its customers network and to reduce its dependency on certain customers, the Company is applying the following steps: � Actively visit current and potential customers � Use marketing network outside the Company such as agentsbrokers. � Improve Marketing � Actively participate in seminars by BP Migas or other instances related with oil and gas industry. The Company does not depend on any one particular customer. The Company does not make any expenses for research and development. Nevertheless, based on the information received by the marketing team and the management concerning the development of offshore oil and gas industry, the Company immediately identifies the types of vessels or services needed to thereafter conduct an adjustment or to purchase vessels and supporting equipments needed. The expenses made by the Company to actively participate in the seminars held by associations or to take part in industry exhibitions, within or outside Indonesia, and actively visit potential customers constitute development costs.

9. Marketing

The Company considers effective marketing strategy as important factor in competing in logistics supporting services for offshore oil and gas companies. The Company’s principal marketing strategy is to position the Company as a competent, trustworthy and competitive services and solution provider in the sector of logistics supporting services for offshore oil and gas companies. The Company is committed to provide high quality services which are oriented towards customer satisfaction. The Company continuously endeavors to develop and maintain excellent relationship with customers, In addition to maintaining relationships with existing customers, the Company also continues to seek new customers to expand its customer basis. The Company’s marketing team periodically visits its customers to maintain business relationships. The Company believes that its expansive business network can become a significant and consistent potential source of income in the future. The Company’s marketing focuses on Indonesia since the open business expansion is in line with the application of the cabotage principle starting January 2011. Presently, the Company’s marketing team consists of 6 persons who are directly led by the Issuer’s President Director. The Company also utilizes broker services, particularly offshore, to acquire new contracts for its fleets. The Company continuously endeavors to gain recent information on market conditions. The Company continuously maintains excellent relationships with oil and gas companies in order to maintain exchange of information on business development in the oil and gas sector and type of vessels owned by the Company. The Company believes that knowledge of market information is highly important to gain a better understanding of customer’s needs, conditions of supply and prevailing market prices, which then allows the Company to submit the best bid to its customers in a tender process. The Company, together with INSA, also holds official meetings from time to time with Director General of Sea Transportation, Ministry of Energy and Mineral Resources, BPMIGAS and also other oil and gas companies, as a facility to expand promotion and maintain good relationship. 10. Maintenance and Safety Process The Company realizes that the satisfaction of its customers and the continuity of the Company’s activities are heavily influenced by the condition of its fleet. In order to maintain the quality of its fleet, the Company periodically conducts a series of well-planned maintenance. Such maintenance activities include preventive maintenance, predictive maintenance, and corrective maintenance, through a Planned Maintenance System. The maintenance activities undertaken by the Company include, among others: 1. Periodic maintenance of hull 2. Periodic maintenance of vessel machine 3. Periodic maintenance of navigation system and safety system on the vessel. Vessel survey is required to be undertaken by all vessels owned by the Company. This vessel survey constitutes an activity of maintenance and safety process that is important to be complied with in order for the fleet of the Company to always be in an op- timum condition and fit to operate efficiently and safely. The policy to conduct this vessel survey constitutes a realization of the responsibility of fleets of the Company towards the quality of security and safety provided to its customers. 115 115 Based on the purposes of the implementation of vessel survey, the survey is categorized into 2 types, namely: 1. Statutory survey : this survey is conducted by and intended for a country, to which the vessel shall subject, registered, and which shall give it a flag. The survey includes compliance to aspects of vessel safety in accordance with the prevailing regulations in the country wherein the vessel is registered, and also to determine the adequacy of the vessel, including the age of the vessel. 2. Classification survey : this type of survey is conducted by a certain organization or instance for the interest of the classification of each vessel, so that all vessels can be categorized into certain classes according to their capability and adequacy. Classification in Indonesia is conducted by the Indonesian Classification Bureau BKI, which implements 2 examination surveys within a 5 year period at the dockyard. The classification institution grants class certification, which states that the vessel has been built and maintained in accordance with the requirements from the classification institution, and also has complied with the regulations and stipulations in the country, wherein the vessel is registered. All of the Company’s vessels have planned and period schedule for the implementation of survey on the next vessel that must be comply with and fulfilled so that the condition of the Company’s vessels meets the standards of safety and the prevailing regulations. Based on the time of implementation of the survey that shall be conducted by the Company, the survey is divided into the following types: a. Annual Survey The annual survey for vessels is conducted on hull and machines on the vessel, including examination on electricity appliances, safety equipments, communication tools, and classified special equipments, within a period of 12 months, give or take three months from the commencement of the period of the class stated in the certificate. b. Interim Survey Interim Survey in general has broader coverage than that of annual survey. This survey is conducted on vessel’s structure and equipments, and is conducted in relation to the second or third annual survey. c. Special Survey A vessel is obligated to implement drydocking twice within a period of five years in the five year survey cycle, with maximum 36 months between the inspection for underwater survey and repair in relation to the results of inspection. Underwater survey can be implemented as the replacement of drydocking in an interim survey for a vessel with age less than 15 years, nevertheless a vessel must still implement drydocking in relation to the special survey. A special survey, or also referred to as class renewal survey, is conducted on hull and machines on the vessel, including examination on electricity appliances, safety equipments, communication tools, and classified special equipments every 5 years from the vessel certification. In a special survey, the vessel is tested comprehensively, including ultrasonic measure- ment to determine the width of steel structure. Should the width of steel be less than class requirement, the classification institution shall ask for renewal or replacement. In general, replacing steel needs quite large cost, especially for aged vessels. If a damage is discovered by a surveyor from the classification institution during a survey activity, the vessel must be repaired immediately. All vessels of the Company have passed and acquired certification from the Indonesian Classification Bureau or the International Association of Classification Society IACS. In addition, to guarantee that the Company’s vessels operate in an optimal way, the Company applies a strict schedule for maintenance and replacement of spare parts, which have been integrated with a spare parts stock inventory system managed from the head office in Jakarta. Each vessel may communicate directly to the head office to order spare parts for maintenance needs, and the number of spare parts stock is continuously monitored through a software application system and should it be below the minimum limit, an order shall be made through the head office. This software application system is NS5 from the Nautical Systems, American Bureau of Shipping, and is used to implement maintenance planning, inventory control, and procurement process for goods needed for the Company’s operations. The Company is aware of the importance of the role its employees play in the Company’s business activities, and pays close attention to the health and safety of its employees. The Company adheres to and complies with the stipulations related to the safety and security of maritime. Routinely, the Company conducts inspection and monitoring on vessels and their equipments, installment of safety signs. For its vessel crews and employees, the Company provides self protection gears, training and education for health and safety. In addition, the Company requires periodic physical and mental health examinations for its vessel crews and employees. 116 116 The routinely implemented safety programs of the Company are, among others: � Periodic visit on board the Company’s vessels by internal inspection team Vessel Inspection or management team Management Visit of the Company. � Periodic audit by internal and external to monitor, and ensure the guarantee of, the implementation of the Company’s safety program. � Safety drill for vessel crew. � Development training and education for vessel crew. � Inspection with customers joint management visit to the Company’s vessels � Drawing up finding report reported by vessel crew for matters that need attention or improvement. � Audit program on management and safety system on board the vessels conducted periodically, whether qualified and competent by internal or external auditors The Company’s high commitment to safety is reflected in the certificates it has acquired. In 1998 and 2001, the Company acquired the Document of Compliance DOC and Safety Management Certificate SMC as parts of the Company’s commitment in applying the safety standards in managing and operating the Company’s fleet in accordance with the International Safety Management ISM Code, each of which is issued by American Bureau of Shipping ABS and the Indonesian Classification Bureau. In 2003, the Company acquired ISO 9000 certificate from the ABS Quality Evaluations Inc and in 2004 it acquired the International Ship Security Certificate ISSC for the Company’s fleet in accordance with the stipulations as part of the Company’s commitment to comply with the provisions of ISPS International Ship Port Facility Security Code. The Company is also a member of the International Marine Contractors Association IMCA which has compiled various work and operations safety guidance, particularly in oil and gas sector. Numerous IMCA guidance are applied abroad, however it has not been completely applied in Indonesia, in this case, the Company has applied such guidance and plays active role in promoting it in Indonesia, including in the event of application of standards of inspection of Company’s fleet of vessels by referring to the standards of Common Marine Inspection Document CMID, which constitutes the prevailing standards in oil and gas industry in the world. International Safety Management Code ISM Code constitutes a regulation concerning maritime security and safety issued by the International Maritime Organization IMO, an organization below the United Nations. This ISM code also includes instructions and procedures on how to operate vessels safely and it also explains the procedures for emergency circumstances. Thus in the ISM Code, the party controlling the operations on vessel is obligated to develop a management system and policies on vessel securitysafety, including operations management related to the environment. The Company consistently tries to acquire international level certificates, among other is the certificate in Quality Management System, which is by improving the ISO 9000 certification owned by the Company, from initially in accordance with ISO 9001:2000 to then refer to the latest quality management standard of ISO 9001:2008, certificate in Environmental Management System – EMS in accordance with ISO 14001:2004 and certificate in Occupational Health and Safety Management – OHMS in accordance with ISO 18001:2007. The Company is working with the Lloyds Register Quality Assurance LRQA in processing management certificate with scope of certification of “Management Service of Ship Operation” for three standards of certification, namely ISO 9001:2008, ISO 14001:2004 and OHSA ISO 18001:2007. The Company has succeeded in completing Phase I of such certification process with respect to the ISO 9001:2008 certification, and expects to complete Phase II in the fourth quarter of 2010. Assuming it completes Phase II of the certification process, the Company believes that it will be the first national offshore shipping company with an Integrated Management System certification.

11. Environmental Safety and Pollution

All vessel operational activities of the Company have fulfilled the international and national protocol related to pollution prevention, in particular with the following method: Company’s vessels used in construction phase oil and gas industry business activities and up to the phase wherein operational activities are carried out by fulfilling all terms and conditions on environment as required by the Marine Pollution International Convention MARPOL, which regulates prevention of environmental pollution as the impact of shipping business activities caused by disposal of oil and other vessel waste, and to reduce disposal of oil or vessel waste to the ocean caused by accidents. Proce- dures and regulations set forth by this MARPOL convention emphasizes on the prevention of pollution in sea waters caused by disposal of oil, chemical substances whether in closed or open containers, garbage, and vessel waste whether in solid form, or waste cargo package from the vessel to the ocean. The International Convention for Preventing Marine Pollution by Shipping MARPOL was held in 1973, which was then renewed with a protocol issued in 1978 or referred to as Marpol 7378, where last it has been amended in 2006. MARPOL convention and protocol contain 6 Annexes, which among others explain the all rules concerning handling of prevention of pollution at sea 117 117 and the environment related to it, not limited to allowed disposal, equipments on a vessel, and other, in summary, the 6 Annexes are: � Annex I, containing stipulations regulating prevention of disposal of oil and oil residual oil pollution; � Annex II, containing stipulations regulating prevention of disposal of toxic liquid waste; � Annex III, containing stipulations regulating prevention of disposal toxic materials transported in cargoes; � Annex IV, containing stipulations regulating prevention of disposal of garbage or waste from vessels seawaste; � Annex V, containing stipulations regulating prevention of disposal of household waste, other solid waste, including other cargo waste; � Annex VI, containing stipulations regulating prevention of disposal of toxic waste from the vessel The Company has also met all environmental terms and conditions applicable to vessels transporting liquid cargo, such as those required by various authorized parties regulating the shipping industry. In addition, all of the Company’s vessels have been provided with a manual to prevent pollution on the vessel.

12. Business Competition

The Company’s industry constitutes an industry that is segmented based on the types of vessels operated. Each type of vessel operated by the Company has a different level and number of competitors. The Company believes that its competitive strength within the industry lies especially in its capabilities to provide vessels with high level of technical specifications and various functions. Oil and gas companies constitute the Company’s primary customers. Business competition in offshore supporting vessel services industry is in the charter price, quality of service provided by vessel crew, and quality and availability of vessels with particular specifications. Quality of vessels is related to factors such as equipments for anchor handling, towing, loading and unloading liquid bulk cargoes, dive support capability, and capability to conduct dynamic positioning DP 1 and DP 2 for PSV Platform Supply Vessel, and operational technology applied by each vessel. The pattern in selecting the provider of offshore supporting vessels services is conducted through a rigorous tender process, making it difficult for new players to enter this industry. This provides leverage for older players which have been in the industry first, as well as for those with a greater variety of types, sizes, and specifications of vessels. In this case, the Company is one of the older players with such competitive advantage in the business competition. In addition, this industry is generally capital intensive, with a high barrier of entry for new players. To be able to compete with companies stable in this industry, new comers need significant capital investments to purchase a fleet of offshore supporting vessels. Nevertheless, offshore supporting vessels services business is currently quite competitive. The Company believes that even though charter price constitutes an important factor in facing the competition in gaining new contract, however the Company also emphasizes on factors of quality and innovation in providing solutions for customers, which according to the Company may differentiate the Company from its competitors. In this business sector, the Company is in competition with a number of similar companies, both foreign or domestic, namely PT Trada Maritim Tbk, PT Rig Tender Tbk, Miclyn Express Offshore Pty Ltd, Swissco International, Ezra Holding Ltd, Tidewater, Seacor, Bourbon Marine. In order to face the enactment of the cabotage principle on 1 January 2011, currently 56 out of 57 vessels owned by the Company have Indonesian flag. This provides the Company with the capability to directly meet the cabotage principle provision, so that it may continue its business activities. The focus of the Company in the future is to have vessels with very high additional value, where the majority of the owners of vessels are still foreigners. With the enactment of the cabotage principle by the Government, the Company sees an opportunity to take over the market and become a master in its own home. 118 118 The focus of the Company in the future and the market portions are as follows: � Fast Utility Vessel Large Crewboat Length 100 ft � In FUV market share, keeping in mind the operation of foreign vessels in this sectors has been closed earlier, in accordance with the agreement between INSA, Hubla and BP Migas, therefore there is no longer foreign player for this FUV vessel. � Anchor Handling Tug Supply AHTS 7500 HP � Currently there is only one vessel with Indonesian flag in this group. � Platform Supply Vessel PSV 3000 dwt � The Company has 2 units of this type, and these two vessels were the first with Indonesian flag. � PSV 3000 dwt in general is the elected vessel in deep sea drilling activities. Generally this vessel is equipped with Dy- namic Position System. 119 119 � Fast Multipurpose Support Vessel FMSV � FMSV is a multi use multi function vessel of the latest generation. Within the four types of vessels described above, out of the 48 units in question, only 28 vessels have Indonesian flag.

13. Business Prospects

Indonesian shipping industry has positive prospect in the future with interesting growth. This is supported by the cabotage principle, based on which starting from 1 January 2011, all vessels providing services in offshore oil and natural gas industry in Indonesia must have Indonesian flag. The majority of the number of vessels, which have been operated by foreigners, are vessels with high class specifications and generate high level of income. Therefore, with the foreign players exiting from the market share of these high specifications vessels, the Company has an opportunity to enter it. In a broader point of view, the following is a number of matters supporting the Company’s business prospects:

a. Macroeconomics Factors

Fundamentally, national economics has been continuously showing improvement, which is reflected from the increase in surplus in payment Balance Sheets and the estimation of the stability of Rupiah’s exchange value in the future. In line with such, the controlled food supplies along with the increase in the growth level of agriculture sector continue to encourage the decrease in inflation, which in turn shall open opportunities for a decrease in interest rate of SBI. In national economics, the estimated slowdown of economic growth in a number of countries is expected to encourage the stability in oil price in international markets. Such indicator shows that the Indonesian economy is on the right path and is likely to continue to provide conducive conditions and have positive influence on the business climate in Indonesia. This is evident from the indicators of the Indonesian economy, as shown in the table, including the growth of GDP and inflation which are adjusted to the changes in Indonesian Consumers Price Index based on annual changes: As of 31 December Primary Economic Indicators 2007 2008 2009 Growth of Real GDP 6.3 6.1 4.5 Average of Exchange Value Rupiah Dollar AS 9,400 10,950 9,400 Inflation growth in Consumers Price Index 6.6 11.1 2.78 Source: Bank Indonesia and Statistics Central Bureau b. Growth potential in oil and natural gas industry The Company believes that the trend of growth in production volume of oil and natural gas in Indonesia is closely related to the growth of Indonesian economy. Government State Budget Income is mostly acquired from oil and natural gas industry, therefore with more new blocks of oil and gas discovered, the target to meet Government budget can be met. The more drilling activities offshore Indonesian waters, the higher the demand for types of vessels with high specifications. Furthermore, the stricter the regulations in Indonesian shipping sector for foreign players, the more opportunities the Company has to establish a strategic cooperative relationship with foreign companies. The growth in oil and gas sector industry is estimated to develop more in the future. According to production data in 2007, Indonesia failed to produce 1 million barrels of oil per day. Currently the Ministry of Energy and Mineral Resources and BP Migas Implementing Body for Upstream Activities of Oil and Natural Gas of Indonesia targets oil production to reach 1.5 million barrels per day in 2015. With the increase in target in domestic oil production, the activities of development of offshore oil drilling drydocking shall increase, which shall directly cause the increase in demand for logistics supporting services from oil and gas companies to support this offshore oil and gas industry. 120 120 c. Regulations and Cabotage Principle Other development that shall also contribute to the increase in shipping industry is Government’s efforts to encourage and push forward sea transportation sector and its supporting industry. Various efforts have been, and shall be, made by the Government to encourage and push forward the transportation sector, whether by physical development, infrastructure construction and development, and improvement in shipping policies. On matters concerning regulations, the Government has issued a number of regulations and policies, core of which is to encourage the development and construction of transportation sector and its supporting industry. Among others is the sea transportation sub sector, on which the Presidential Instruction No.5 of 2005 has been applied in April 2005. This Presidential Instruction basically contains national shipping industry empowerment and intended to establish national maritime industry as a master in its own home. Indonesia as a geographic archipelago should have regulated its waters and applied the cabotage principle consequently from early on. Although the cabotage principle has beginning to be applied in 1957, along with Government Regulation PP No.5 of 1964, which is further regulated by PP No.1 and No.2 of 1969. At that time, a regulation has been issued, wherein domestic sea transportation shall be conducted by National Shipping Companies using vessels with Indonesian flag and ocean shipping business permit obligating to own ships with certain sizes is regulated. As one of the realization of Government policies, which is in the matter of implementing goods cargoes transportation between sea ports in the country, it shall all be served by vessels with Indonesian flag. Up until 1 January 2010, national shipping business practitioners have succeeded in implementing the cabotage principle program by providing Indonesian-flagged vessels for transporting 13 commodities in accordance with KM No.71 of 2005. The 13 commodities are oil and gas, general cargo, coals, logs, rice, crude palm oil CPO, fertilizer, cement, excavation matters, seeds, liquid cargoes and chemical substances, seeds produce of agriculture, and fresh products. National shipping, throughout 2010, has been hard at work in providing Indonesian-flagged vessels in order to support offshore activities. Based on the Data of FSO, FPSO Sub Working Units and BPMGAS Supporting Ships, the majority of ownership of vessels used to support oil and gas upstream business activities is by Indonesian companies. Out of 531 vessels used by KKKS, only 63 vessels, or approximately 12 are owned by foreign companies. However, 12 of these foreign vessels receive the majority of the total charter fee paid by KKKS. These foreign vessels must be replaced with vessels with Indonesian flag by 2011 and the Company views this as an opportunity to take over a portion of the market. The enactment of the cabotage principle, wherein transportation shall be obligated to use Indonesian-flagged vessels for sectors supporting upstream and downstream activities of oil and natural gas starting at the latest on 1 January 2011. Meanwhile, vessels carrying out transportation contracts signed prior to the issuance of Law No.17 of 2008, shall be given tolerance until 7 May 2011 or 3 years after the issuance of the said Law. The implementation of the cabotage principle causes the limited existence of vessels with foreign flag, this provides national shipping companies with opportunities. This limitation is conducted as Government’s effort to support national shipping companies to develop and reduce the foreign exchange paid for charter fee to vessels with foreign flag. d. Quality of Fleet of Vessels In carrying out its business activities, the Company is supported with a high quality fleet of vessels. Exploration activities conducted by oil and gas companies require vessels with high specifications and advanced technology. Possessing vessels with the required quality in its fleet enables the Company to partake in tenders that other shipping companies are excluded from due to their inability to meet ship requirements. In addition, the Company’s business activities are focused on higher segment, where there are not many players. As such, the Company has a competitive advantage, and is thus able to charge higher selling prices to its customers. One of the Company’s strategies is to expand its fleet and renovate its existing vessels. e. Long Term Relationship with Customers The Company seeks to establish and maintain good relationships with its customers. This establishes the Company as a local company that is able to meet the requirements of high qualifications from the international oil and gas industry. A number of primary customers of the Company have been the Company’s customers for over 10 years. By maintaining good relationships with primary customers, understanding their needs and improving the quality of services to its customers, the Company is able to retain its existing contracts and attract new customers. Using and expanding the good relationship with customers and maintaining communications with players in the industry. The purpose of this strategy is to i reduce the risk of dependency on a group of certain customers, ii to understand the need of customers and market better, and iii to be able to estimate the trend of maritime logistics needs in the future and provide the right solutions for the needs of the customers. 121 121 This strategy is applied by way of i establishing broad relationship with national and multinational oil and gas companies, ii maintaining a good relationship with players in the industry, iii improving INSA’s active role to develop the potentials of offshore supporting ships business sector in Indonesia, and iv cooperating with key partners to become trusted service provider. f. Contracts with Customers The Company’s agreements with customers are typically time charter contracts, with terms ranging from a few days to several years. In conducting its business activities, the Company leases its vessels based on such contracts. In view of such reality, the Company believes that the prospect towards the development of Company is still vast. The Company is also optimistic that Indonesia will experience real recovery in its economic condition, which in turn will have a positive impact on the Company. 122 122