ethiscrowd...islamic social finance professional. former head of waqf & zakat, singapore islamic...

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EthisCrowd.com is an award-winning Real Estate Islamic Crowdfunding platform. The EthisCrowd community invests directly into social impact real estate and infrastructure projects. Our community includes crowdfunders investing in smaller amounts, larger investors in our Lead Investor Program (register at this link) and Islamic Banks and Institutions from around the world. Ethis = Ethical + Islamic. Ethis is headquartered in Singapore with offices in Jakarta, Kuala Lumpur, Dubai, South Africa and Norway. Our focus is Indonesia - a hotspot for international investors. Here are details of the Indomaret Warehouse Development Crowdfunding Campaign

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Executive Summary

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In Focus: Indonesia & West Java

Project Partner

Market Overview

Risk Profile Investment Structure & Exit Strategy

Legality

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About Ethis Group

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Umar Munshi Founder, Ethis Ventures

CEO, EthisCrowd.com Chairman, IFT Alliance

Ronald Wijaya Founder, Ethis Ventures

CEO, Ethis Indonesia Advisor, Kapital Boost Indo

Joann Enriquez COO, Ethis Ventures Fintech experience in Silicon Valley

Tengku Syamil Founder, SkolaFund.com

Forbes Asia 30 Under 30 Entrepreneur

Ziyaat Isaacs Founder, Ethis Africa

Islamic Finance Entrepreneur, Former consultant at ISRA

Malaysia

Erly Witoyo Angel Investor, Ethis Singapore Founder, KapitalBoost Former Director at Barclays Singapore

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Hendarin Sukarmadji Commissioner, Ethis Indonesia Islamic Banking Pioneer Former MD Bank Danamon Syariah (Indonesia).

Datuk Radzif Yunus Chairman, Ethis Ventures Malaysia. Corporate & Development Finance Leader. Former Group MD SME Bank (Malaysia).

Maritz Mansor Advisor, Ethis Singapore. Legal & PE Professional. Former Head of Corp Svcs at Keppel DC REIT (Singapore).

Aidil Salleh Founder, Ethis Brunei. PE Professional. Former director at the Central Bank of Brunei.

Dr Shamsiah A Karim Advisor, Ethis Ventures Malaysia. Islamic Social Finance Professional. Former Head of Waqf & Zakat, Singapore Islamic Religious Authority.

Mohamed Al Aidaroos Founder, Ethis Dubai Global Real Estate Investor Former VP Amlak Finance (Dubai) & Board member of various financial institutions in GCC.

Disclaimer: Names and logos are trademarks or registered trademarks of their respective holders. Their use does not imply any affiliation with or endorsement by them.

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Ahmad Sabree MSc, Islamic Banking & Finance, IIUM

BSc in Usul Fiqh Coordinator, IFT Alliance

Yousuf Sultan Phd candidate in Islamic Finance, INCEIF Certified Mufti Web & App Developer

Legal Advisors

Shariah Advisors

Shariah Team

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Introduction As Indonesia’s economy continues to grow strongly, huge investment is required to fulfil the needs of its large and emerging lower-income segment. Moving forward, Indonesia is projected to become the 5th Largest Economy in the World by 2030. EthisCrowd is pleased to offer our community the opportunity to invest through our campaign to fund the local contractor that is awarded the contract for the development of an Indomaret Warehouse project located in Cikasungka, Bandung region. Indomaret is one of the largest convenience store chains in Indonesia with more than 11,000 outlets throughout the country. With the completion of this project, it is expected that small businesses in its surrounding area will grow in number and size at the same time providing more employment for its local communities.

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To provide bridging finance to a contractor to construct a warehouse to store stocks of goods for one of the largest convenience store chains in Indonesia

This crowdfunding campaign is to finance the contractor for the land development in the new warehouse

SGD 163,000 (USD 119,492)

6% (Retail Investors) 7% (Lead Investors)

4 to 5 months

Musharakah: A contract of partnership where two partners provide capital contribution to a project. At the end of the project, profits generated will be shared between the partners according to the pre-

agreed percentage. In this specific project, the Profit Sharing Ratio (PSR) is 15% to the crowd investors and the remaining 85% is to the project developer.

Wakalah Letter: A letter to appoint an agent to carry out specific duties or projects

*EthisCrowd will charge 12.5% of the gross projected returns as a Wakalah fee (Agency fee). For further details, please refer to point 3 of the Principal Wakalah Agreement

Total Investment Required Gross Projected Returns* Projected Duration

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http://www.prisai.com/proyek.html

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Cikasungka is located approximately 40 km away from Bandung City, the capital of West Java, Indonesia

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The Project

PT Telaga Pelangi (PT TP) is a construction company based in Indonesia. PT TP has been awarded with the land development project for Indomaret warehouse construction by PT Andalan Utama Prima (PT AUP), the main developer for the this entire project. Indomaret is one of the biggest convenience store franchises in Indonesia.

The total size of the land development for the project is 53,317 sqm. The scope of the land development includes the cutting and clearing of the land and the construction of a concrete fence.

The main purpose of this warehouse is to support Indomaret’s operational distribution channel and at the same time provide job opportunities for the local communities.

The scope of the Joint Venture (JV) agreement between PT Ethis and PT TP is limited only to the first phase of the warehouse development.

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●  Southeast Asia’s largest economy and one of the top emerging market economies in the world

●  Opportunity to invest in a sector with large and growing natural demand

●  Long term prospects are good with significant future growth expected

●  Established in 2010, PT Telaga Pelangi (PT TP) is a contracting company

focused on construction services and has completed dozens of sizeable projects such as the construction of hotels, roads and factories

●  While catering for social needs, investors are entitled to healthy potential returns on investments

●  Achieved consistent economic growth of above 4% yearly for the past 10 years

●  Projected to become the 5th Largest Economy in the World by 2030 (World Economic Forum)

●  Largest Muslim population in the world

●  Requires massive investment for infrastructure development and housing due to growing demand from the rapid expansion of the emerging lower-income segment

●  Top 3 destination for investors in Asia

The Economist - Asia Business Outlook Survey 2017

IMF World Economic Outlook, Database April 2017

PT Telaga Pelangi (PT TP) Established in March 2010, PT TP focuses on property construction and land development across Indonesia. PT TP was involved in several projects with big companies in Indonesia such as PT Summarecon Agung and Telkom Indonesia

Concrete Road Development project for PT Pusaka Sawit

Tamiang

Track Record of PT TP

Factory Development for PT Pusaka Sawit

Tamiang

Quarry for Housing

Development in collaboration

with PT Summarecon

Bandung

Hydrant Pipe Installation for

PT Nuansa Bintan

Indomaret Warehouse Land Development for

PT Indomaret

PT TELAGA PELANGI Team Adin Syarifudin, Founder / President Director Adin has been active in the industry since 1997. He has years of working experience with PT Wijaya Karya (WIKA), a renowned public listed company in Indonesia. His main field of expertise are quarry and land development. Prihananto Setyo Adi, Project Manager A civil engineer graduate from Tama University, Prihananto has a vast experience in project management specializes in construction. He holds a master’s degree in Technical Management from the same university. Arbilly Kusuma, Director Arbilly is currently one of the biggest shareholders in PT TP. He was involved in the company’s major projects including the project with subsidiary of Telkom Indonesia, Indonesia’s biggest telecommunications company.

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PT ETHIS INDO ASIA (PT Ethis) PT Ethis is a Singapore-owned associate company in Indonesia. It is a licensed real estate developer, contractor and agency with an authorised capital of IDR15b (appx USD1.1m). Its key role is to safeguard the interests of EthisCrowd investors by entering joint-venture projects, taking hold of collaterals and securing projects. It also functions as a financial controller of these projects. PT Ethis conducts initial screening & due diligence, progress monitoring & reporting for each project to assess business merits and risks involved.

Ronald Yusuf Wijaya CEO, PT Ethis Indo Asia

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The fourth largest population in the world, Indonesia has great potential for economic growth by looking into the GDP and GDP per capita growth. The positive growth in the GDP and GDP per capita signals that the national’s consumption will increase in the upcoming years. The same outlook is predicted in the IMF Report (2017) anticipating Indonesia to undergo economic expansion in the near future.

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To support the economic growth of the nation, Indonesian government has been putting constant efforts in stabilising the inflation rate to ensure the commodities price and other needs r e m a i n c o m p e t i t i v e . T h i s w i l l subsequently promote a positive inclination in the overall consumption demands and behaviours.

Disbursement by Main Developer PT TP is a company experienced in land development especially in providing its services to the market players in Indonesia. In this particular project, PT TP acts as the sub-developer appointed by PT Andalan Utama Prima (PT AUP). The project payment will be made to PT TP based on the milestones completion as outlined in the project development. This is done via the issuance of an invoice to PT AUP for the payment disbursement. PT Ethis will not be liable for any delay in payment from PT AUP to PT TP. Should there be any misconduct, PT TP has provided PT Ethis with collaterals of higher value than the initial crowdfunded amount.

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Collaterals 1.  Original certificates of 2 land and building units via the Power of Attorney (POA). The certificates will

remain with PT Ethis until the completion of the project. In the case of negligence by the developer, PT Ethis will be able to liquidate the collaterals.

2.  Post-dated cheques worth the total principal amount.

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PT TP has an excellent track record for construction and land development since 2010. The projected duration to complete the development of 53,317 sqm land in this campaign is 4 to 5 months. A buffer period of 1 month has been added in the case of unforeseen delays such as natural disasters. The conservative duration for this crowdfunding campaign is thus 5 months altogether.

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Investors may invest in their preferred currency, which will then be converted to Singapore Dollar (SGD). The SGD amount received in the project bank account in Indonesia will be reflected in the investment contract. PT Telaga Pelangi (PT TP) and PT Ethis have committed to cover losses from any depreciation of the Indonesian Rupiah (IDR) of up to 5% of the invested capital for the duration of this project. Should the IDR depreciate by more than 5%, investors will bear the additional loss.

Other Risks

Unavoidable circumstances such as recession, political instability, or natural disaster may affect any project. Indonesia has experienced socio-political stability for more than a decade and this is expected to continue. There are also regulatory risks that may affect the housing sector such as stricter conditions imposed on home ownership or changes in the financial regulations for bank disbursement policies. This is however highly unlikely since in recent years the focus has been for the government to relax regulations and facilitate home ownership.

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All contracts are based on Singapore law. Investors will sign an Agency Agreement (Wakalah) and Joint Venture agreement Letter (Musharakah) with PT Ethis as the agent and representative of the investors to engage with PT Telaga Pelangi (PT TP) and monitor the project. PT Ethis will work closely with PT TP to provide accurate and timely updates. PT Ethis has assessed the commercial viability of this project in line with its internal screening standards. EthisCrowd investors are encouraged to conduct their own evaluation of this campaign. Risk Statement: In all real-world projects, there is always the risk of losing your capital. In our past real estate and construction crowdfunding campaigns, the main risk has been delays. Invest only what you can afford and consider diversifying to reduce risk.

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There are 2 main contracts used for this investment, the Wakalah and the Musharakah. Financing of Land Development

●  Musharakah is a partnership contract whereby both partners provide capital contribution. In this case, the EthisCrowd investors are injecting capital alongside PT TP with a ratio of 64.35% : 35.65 % respectively for the purpose of land development.

●  The execution of the Musharakah will be done by PT Ethis on behalf of the crowd via the Wakalah Agreement after securing collateral from PT TP which has a value above the financing raised by PT TP.

Additional Arrangements

●  The EthisCrowd Investors will first assign PT Ethis as its representative to allow PT Ethis to enter into the arrangements above on behalf of the crowd. Having PT Ethis as the contracting party is important as it creates greater legal authority in the investment due to its status as a licensed real estate developer registered as a foreign company in Indonesia. EthisCrowd Investors will sign a Wakalah (agency) Agreement with PT Ethis to authorise it to be the signatory for the Musharakah Joint - Venture agreement.

●  The disbursement of payout funds will be coming from the main developer (PT AUP), depending on the completion of the milestones of the project.

Agreements 1.PT TP appoints PT Ethis as the agent to crowdfund theneededamount2.Crowd investors appoint PT Ethis as their agent for theproject3.PTTPandPTEthisentera JointVenture (JV)agreement toprovide land development services to PT AUP (the maindeveloper) specifically for the construction of IndomaretWarehouse

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Aspartoftheagreement,PTTPprovidescollateralstoPTEthistobeliquidatedinthecaseofmismanagementornegligence.Inadditionto their expertise in the landdevelopment, PT TP also contributes35.65% of the total capital needed for the project. The capitalinvestedbyPTTPmakesthemapartner(Musharakah)withPTEthisinthisproject.4.PTTPbeginscompletingtheprojectmilestones

1.  Uponthecompletionofeachofthehighlightedmilestones,PTAUPwilldisburseapayment(servicefee)toPTTP.Paymentstageshavebeenidentifiedandagreedupon.Attheendofthethirdmonthoftheproject,PTTPisexpectedtocompletesomeofthemilestonesandthereforestarttoreceivepartialpayoutsfromPTAUP.ThepartialpayoutswillthenbetransferredtoPTEthisandsubsequentlytotheinvestors..

2. PTTPhasgivenaccesstoPTEthistokeeptrackonthecompany’saccountsspecifictothiscampaign.AssoonastheprogresspaymentsfromPTAUParereceivedbyPTTP,thecompanywillrolloverthemoneybackintotheprojectanddisburseasmallportionoftheamounttoPTEthis.AfterthecompletionoftheJVagreementperiod,PTTPwillreceivethefullamountfromPTAUP.Profitsfromtheprojectwillthenbeactualizedanddividedaccordingtotheagreedratioof15:85.

3. PTEthiswilldisbursethepayoutstotheinvestorsuponreceivingthepayoutamountfromPTTP.

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Gradual payout from PT Ethis is expected to start at the beginning of the fourth month of the project development. In this phase, PT Ethis will pool the total payouts until the end of project duration to reduce transaction cost. In order to protect the value of the project payouts against any depreciation of the Indonesian Rupiah, PT Ethis will hold the payout money in Singapore Dollar (SGD) under a special account registered in Indonesia.

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SGD 163,000 (USD 119,492)

4-5 months

SGD 800 (USD 586)

6 % 7%

SGD 20,000 (USD 14,661)

10th August 2018