The Management Buyout Agreement is a crucial document used when a company's existing management team seeks to acquire ownership from current shareholders. This agreement, structured under Indonesian law and regulatory framework, particularly Law No. 40 of 2007 on Limited Liability Companies, details the complete transaction process from initial terms through to completion. It includes essential elements such as purchase price mechanics, warranties, representations, conditions precedent, and completion obligations. The document must comply with Indonesian investment laws, capital market regulations (if applicable), and relevant sector-specific requirements. It's particularly important in scenarios where business continuity and management expertise are valued, while providing a structured exit for existing shareholders. The agreement typically includes provisions for financing arrangements, regulatory approvals, and post-completion management obligations.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
1. Parties: Identification of the selling shareholders, purchasing management team, and the target company
2. Background: Context of the transaction, current ownership structure, and purpose of the management buyout
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Sale and Purchase Agreement: Core transaction terms including shares/assets being purchased and basic deal structure
5. Purchase Price and Payment Terms: Detailed breakdown of purchase price, payment structure, and any earnout or adjustment mechanisms
6. Conditions Precedent: Prerequisites that must be satisfied before completion of the transaction
7. Completion Mechanics: Step-by-step process for closing the transaction
8. Sellers' Warranties and Representations: Warranties regarding the company, its assets, and liabilities
9. Buyers' Warranties and Representations: Warranties from the management team regarding their capacity and funding
10. Pre-Completion Obligations: Obligations of all parties between signing and completion
11. Post-Completion Obligations: Continuing obligations after the transaction closes
12. Non-Competition and Non-Solicitation: Restrictions on sellers' future business activities
13. Confidentiality: Provisions regarding confidential information and announcements
14. Tax Matters: allocation of tax liabilities and tax-related indemnities
15. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Financing Arrangements: Include when external financing is part of the transaction structure
2. Employee Matters: Include when specific employee arrangements or transitions need to be addressed
3. Intellectual Property Rights: Include when IP is a significant component of the business
4. Real Estate Provisions: Include when real estate assets are material to the transaction
5. Regulatory Compliance: Include when specific regulatory approvals or compliance measures are required
6. Environmental Matters: Include for businesses with significant environmental considerations
7. Transitional Services: Include when sellers will provide post-completion support services
8. Management Incentive Plans: Include when new management incentive schemes are part of the transaction
1. Schedule 1: Details of the Company: Corporate information, shareholding structure, and subsidiaries
2. Schedule 2: Purchase Price Calculation: Detailed methodology for calculating the final purchase price
3. Schedule 3: Conditions Precedent: Detailed list of all conditions that must be satisfied
4. Schedule 4: Completion Obligations: Detailed list of actions and documents required at completion
5. Schedule 5: Warranties: Comprehensive list of warranties given by the sellers
6. Schedule 6: Properties: Details of all real estate owned or leased by the company
7. Schedule 7: Material Contracts: List and details of key business contracts
8. Schedule 8: Intellectual Property: Details of all IP owned or licensed by the company
9. Schedule 9: Employee Information: Details of key employees and employment terms
10. Appendix A: Form of Resignation Letters: Template resignation letters for departing directors
11. Appendix B: Form of Board Resolutions: Template board resolutions approving the transaction
12. Appendix C: Disclosure Letter: Sellers' disclosures against the warranties
Find the exact document you need
Corporate Management Agreement
An Indonesian law-governed agreement establishing terms for professional management services, including responsibilities, authority, and governance framework.
Download
Cash Management Services Agreement
An Indonesian law-governed agreement establishing terms for bank-provided cash management services, including operational procedures and regulatory compliance requirements.
Download
Managerial Agreement
An Indonesian law-governed employment agreement for managerial positions, outlining terms, conditions, and responsibilities while ensuring compliance with local labor regulations.
Download
Employment Contract For Marketing Manager
An Indonesian law-compliant employment contract for Marketing Manager positions, outlining key terms, conditions, and responsibilities.
Download
Hotel Management Contract Agreement
An Indonesian law-governed agreement between a hotel owner and management company for the professional operation of a hotel property.
Download
Project Management Consultant Agreement
An Indonesian law-governed agreement establishing terms for project management consulting services, defining scope, responsibilities, and deliverables.
Download
Asset Management Contract
An Indonesian law-governed agreement between an asset manager and client for professional investment management services, compliant with OJK regulations.
Download
Talent Management Contract
An Indonesian law-governed agreement establishing the professional relationship between a talent manager and artist, defining services, compensation, and mutual obligations.
Download
Property Management Form
An Indonesian law-governed agreement establishing terms and conditions for professional property management services, including operational and financial responsibilities.
Download
Management Agreement Form
An Indonesian law-governed agreement establishing terms and conditions for management services, including scope, responsibilities, and compensation structure.
Download
Rental Agreement Software
An Indonesian law-governed agreement establishing terms for temporary software usage, including rental conditions, support, and compliance with local regulations.
Download
Operations And Management Agreement
An Indonesian law-governed agreement establishing terms for professional management and operation of facilities or assets by a specialized operator on behalf of an owner.
Download
Interim Management Contract
An Indonesian law-governed contract establishing temporary management arrangements between a company and an interim manager, compliant with local labor and corporate regulations.
Download
Discretionary Investment Management Agreement
An Indonesian law-governed agreement authorizing an investment manager to make discretionary investment decisions on behalf of a client, subject to OJK regulations.
Download
Construction Management Consultant Agreement
An Indonesian law-governed agreement between a client and construction management consultant for professional construction management services.
Download
Management Company Agreement
An Indonesian law-governed agreement establishing terms for management services provision, including scope, responsibilities, and compliance requirements.
Download
Agreement For Appointment Of Managing Director
An agreement governing the appointment and terms of engagement for a Managing Director in an Indonesian company, compliant with Indonesian corporate law.
Download
Self Storage Management Agreement
An Indonesian law-governed agreement between a storage facility owner and management company for professional operation of a self-storage facility.
Download
Parking Management Agreement
An Indonesian law-governed agreement for the operation and management of parking facilities, establishing terms between property owners and parking management providers.
Download
Management Company Contract
An Indonesian law-governed agreement establishing terms for professional management services, detailing scope, responsibilities, and compliance requirements.
Download
Branch Manager Agreement
An Indonesian law-governed agreement establishing terms and conditions for Branch Manager appointment, including responsibilities, compensation, and compliance requirements.
Download
Management Employment Contract
An Indonesian law-governed employment contract for management-level employees, establishing terms and conditions of employment while ensuring compliance with local labor regulations.
Download
Farm Management Agreement
An Indonesian law-governed agreement establishing terms for professional farm management services, including operational responsibilities and compliance requirements.
Download
Event Management Partnership Agreement
An Indonesian law-governed agreement establishing terms and conditions for event management partnerships, including operational procedures and revenue sharing arrangements.
Download
Third Party Management Agreement
An Indonesian law-governed agreement establishing terms for third-party management services, including scope, fees, and compliance with local regulations.
Download
Fleet Management Contract
An Indonesian law-governed agreement for professional fleet management services, outlining service provider and client responsibilities, operational requirements, and compliance obligations.
Download
Vendor Management Agreement
An Indonesian law-governed agreement establishing terms and framework for vendor management, including service standards, compliance, and operational procedures.
Download
Construction Project Management Contract
An Indonesian law-governed agreement for construction project management services, outlining the terms and conditions between a client and project management consultant.
Download
Personal Management Agreement
An Indonesian law-governed agreement establishing the professional relationship between talent/artist and personal manager, defining services, rights, and obligations.
Download
Energy Management Agreement
An Indonesian law-governed agreement between an ESCO and facility owner for professional energy management services, including performance guarantees and financial arrangements.
Download
Managing Partner Contract
An Indonesian law-governed agreement establishing the terms and conditions for a Managing Partner's role, responsibilities, and rights within a company.
Download
Business Management Agreement
An Indonesian law-governed agreement establishing terms for a management company to operate a business on behalf of its owner, including rights, responsibilities, and operational procedures.
Download
Brand Management Agreement
An Indonesian law-governed agreement between a brand owner and brand management company for professional brand management services and IP protection.
Download
Restaurant Management Agreement
An Indonesian law-governed agreement between a restaurant owner and management company for professional operation of a restaurant business, including operational standards and regulatory compliance.
Download
Management Services Agreement
An Indonesian law-governed agreement establishing terms for professional management services provision, including service scope, performance standards, and regulatory compliance requirements.
Download
Waste Disposal Agreement
An Indonesian law-governed agreement establishing terms for professional waste disposal services, ensuring regulatory compliance and environmental protection.
Download
Interim Management Agreement
Indonesian law-governed agreement for temporary appointment of management professionals, defining scope, authority, and compliance with local regulations.
Download
Management Partnership Agreement
An Indonesian-law governed agreement establishing terms for management services provision between a service provider and partner company, including operational oversight and strategic guidance.
Download
Service Management Contract
An Indonesian law-governed agreement establishing terms and conditions for professional service management between service providers and clients.
Download
Management Buyout Agreement
An Indonesian law-governed agreement facilitating the purchase of a company by its management team from existing shareholders.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)