How to make a billion bucks: A tragic satire
Andrew I. Sriro Lawyer and Member California State Bar Jakarta
I was recently introduced to a new business idea by a fellow lawyer here in Jakarta. It looked almost too good to be true but based on some recent high profile Indonesian court cases describing a similar structure, the market potential seems unlimited and I wanted to share it with you.
Here's the opportunity: Just go to the international financial market and borrow a few hundred million or even a billion dollars, or any other amount that seems beyond your wildest dreams, put up substantial assets as guarantee for repayment, and then (here's the beauty of it) -- just default.
When the creditors start to press for payment and threaten foreclosure of the assets you pledged, just follow these two simple steps:
First, tell the creditors that their threats are causing you emotional distress. Never mind that you are a corporate entity, you can feel pain and suffering just like a real person, everyone knows that. And, no matter what manner your creditors use to ask you to meet your obligations, tell them they are greedy and impolite and they should be more civilized.
Second, sue the creditors and investors who provided funds for your loan in the Indonesian court of your choice, request annulment of the transaction and remember to tack on a claim for a few hundred million dollars in tort damages for emotional distress. Don't worry about legal theories. Just have your lawyer write some mambo jambo and leave it to the defendants to figure out what you are talking about. The courts will understand.
Also, don't forget to request an injunction prohibiting all otherwise lawful enforcement actions by the creditors. And, while you're at it, ask the court for attachment orders over all of your own assets, yes those assets you promised in guarantee of your obligations. That will stop any ambitious creditors from selling your booty.
Sounds too good to be true? Still not convinced? You will be when you realize that some of the leaders of the business community have already bought into variations of this low risk venture. So why not you!?!
Because of the great interest among businessmen in-the-know, the fact that others are doing it only enhances your chances for success. "Why?" you ask. Simple. Because the ground work has been done for you by others.
And, that's not all. You don't even have to wait until the final court decision to realize your gains. That's right. When you file your lawsuit, you will effectively kill off all trade in the market for your bonds or notes. Even if the injunction you obtain from the court prohibiting trading is not enough, the risk that an Indonesian court will rule in your favor and thereby annul your debt obligations will send the trading price crashing to the floor, and then you can buy back your notes at a heavy discount. As you can plainly see, there are so many ways for you to win!
And if you do wait for a final court decision (which could take up to five years), you can run your business right into the ground during the on-going legal battle, run up trade debts and squeeze out all of the profits. Then, if you loose your case, so what! Think about it. What's the worst thing that can happen?
Your creditors might try to file for bankruptcy leading to the auction of all of your company's assets as a going concern. You can threaten potential purchasers with more litigation to drive down the price and then you can buy the assets back yourself at auction at a deep discount with a clean balance sheet. You could also have your company acknowledge the existence of some new convenient and very sizable debts to enable you to control the bankruptcy creditors committee. You just can't lose.
Unfortunately, the rest of the country does lose when you gouge the heart and soul out of Indonesia. This is where the satire stops and where your decision to join the latest business craze gives you instant membership to the ranks of what I call the "enemies of justice".
These enemies of justice trade away the chance for social stability achievable only through steadfast adherence to property rights, rationality and reason and leave corruption, blackmail and extortion as the rule of order for current and future generations.
It is not the first explorers and traders who sailed galleons across the Seven Seas, or colonialists from the European Renaissance or the fascists of World War II who are responsible for today's tyranny. It is a few Indonesians themselves who devour the soul of this great Nation. It is those few individuals who fail through merit to successfully and efficiently operate the natural resource and strategic industry grants they received from the despotic rulers of previous feudal administrations. Instead, these men resort to the injection of the poison of unrestrained boundless greed where any means are deemed appropriate to preserve and enhance their power.
They trade away, or rather grind down to dust, the true jewels in the crown of the Indonesian Nation, the same jewels in the crowns of every nation; namely, the drive to succeed based upon merit through the development of the creativity and skills necessary to enable scientific, artistic, social, political and economic evolution, the belief that through fairness and peace, prosperity will flourish.
The enemies of justice are metaphysical killers. If you join them or if you are already one of them, you choose to meet virtues and principals, not with the natural love which such character extols, but rather with a hatred that grows exponentially from the need to maintain an unnatural system of incongruity of successive moral debasements, a system built on the instability of power based upon might and fright.
The more you succeed in the pursuit of unjust gains, the more complicated and precarious your survival becomes and the greater too does your need to firmly root a cultural norm of greed and dishonesty in Indonesian society to allow for the preservation of your system of abuse. The enemies of justice know that should they fail, their fate would be their greatest nightmare: They would be devoured in a feeding frenzy by the monsters they created.
The enemies of justice are our enemies and the enemies of future generations. They would like us to believe that we are powerless. They would like us to accept the fact that we must live with injustice governed by those who are inhumane. But they are wrong. Justice does matter and we must speak out to preserve any chance of victory.
These people would like to assume the role of surrogate teachers of our children. They would like to cripple our children by eliminating references to good, by teaching them that there is no rational social structure or rules based on values and justice. They would like to teach our children that all subjective desires are obtainable through dishonesty and manipulation, that expediency is a principle of morality.
The situation is grave. The enemies of justice are fighting to set the dominant values of this society. But we are clearly still only in the negotiation stage. There are no set conclusions. Victory is not yet theirs. It is not too late for Indonesia. The courts have not yet finally decided these cases through the last opportunities for appeal. Government officials still have the option of steering the courts through supervision and independent review, expedited appeals on matters of national importance and the dismissal of judges with poor decisions records.
Now is the time for Capital Market Supervisory Agency (BAPEPAM) to act, for the police to prosecute the frauds arrogantly admitted in court documents by the enemies of justice, for Investment Coordinating Board (BKPM), the Coordinating Minister of Economy, the Minister of Industry and Trade and the Minister of Labor, the Minister of Education and the Minister of Social Affairs to investigate and speak out on the real effects of court cases brought to abuse creditors.
Now is the time for the political parties to prove their commitments to reform by fighting for justice. They should clearly recognize that foreigners are merely being targeted as a proxy to strip ordinary Indonesian citizens of their most fundamental right, the right to the just, clear, consistent and equal application of laws to all members of society.
Talk of moral values has not become clichi. Hope and activism are our greatest weapons. Doing nothing is exactly the reaction our enemies expect from us. Let us not comply. Instead, we must embrace and fight for the importance of ideas, truth, rationality and reason.