The Business Equity Agreement serves as a fundamental legal instrument for structuring equity relationships in Indonesian companies, whether for new investments, corporate restructuring, or joint ventures. This document is essential when companies seek to issue new shares, transfer existing equity, or establish specific rights and obligations among shareholders. It must comply with Indonesian corporate law framework, particularly Law No. 40 of 2007 on Limited Liability Companies and related investment regulations. The agreement typically includes detailed provisions on share ownership, voting rights, management participation, profit distribution, and exit mechanisms, while addressing specific requirements for both domestic and foreign investors. It's particularly crucial for ensuring proper documentation of ownership structures and protecting shareholder interests while maintaining compliance with Indonesian regulatory requirements.
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1. Parties: Identification of all parties to the agreement, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, including company information, purpose of the equity arrangement, and current shareholding structure
3. Definitions: Definitions of key terms used throughout the agreement
4. Subscription and Purchase of Shares: Details of the equity transaction, including number of shares, class of shares, and purchase price
5. Consideration: Payment terms, method of payment, and timing of the equity purchase
6. Completion: Conditions precedent, completion mechanics, and timing of the transaction
7. Representations and Warranties: Statements of fact and assurances from all parties
8. Pre-emptive Rights: Existing shareholders' rights regarding future share issuances
9. Share Transfer Restrictions: Limitations and conditions on the transfer of shares
10. Corporate Governance: Management structure, board composition, and voting rights
11. Reserved Matters: Decisions requiring special approval from certain shareholders
12. Confidentiality: Obligations regarding confidential information
13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Tag-Along Rights: Optional provision giving minority shareholders the right to join in the sale of shares by majority shareholders
2. Drag-Along Rights: Optional provision allowing majority shareholders to force minority shareholders to join in the sale of shares
3. Anti-dilution Protection: Include when protecting certain shareholders from equity dilution is required
4. Dividend Policy: Include when specific dividend distribution rules need to be established
5. Exit Rights: Include when specific provisions for company sale or IPO need to be established
6. Non-Competition: Include when restrictions on competitive activities are necessary
7. Deadlock Resolution: Include for joint ventures or when shareholders have equal voting rights
8. Strategic Rights: Include when certain shareholders require specific strategic or operational rights
1. Schedule 1 - Share Capital and Shareholding Structure: Detailed breakdown of share capital, share classes, and shareholding before and after the transaction
2. Schedule 2 - Completion Deliverables: List of documents and actions required for completion
3. Schedule 3 - Reserved Matters: Detailed list of matters requiring special approval
4. Schedule 4 - Company Information: Detailed corporate information including assets, contracts, and liabilities
5. Schedule 5 - Warranties: Detailed warranties given by the parties
6. Appendix A - Board Resolution: Copy of board resolution approving the equity transaction
7. Appendix B - Shareholders Resolution: Copy of shareholders resolution approving the equity transaction
8. Appendix C - Share Certificate Form: Template of share certificate to be issued
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