A Share Charge Agreement is a crucial security document in Indonesian financial and corporate transactions, typically used when shares are provided as collateral for loans, financing arrangements, or other financial obligations. The agreement must be structured to comply with Indonesian law requirements, particularly the Civil Code, Company Law (Law No. 40 of 2007), and relevant OJK regulations. It details the security arrangement over shares, including the rights and obligations of the chargor and chargee, enforcement mechanisms, and regulatory compliance requirements. The document becomes especially important in corporate finance transactions, secured lending arrangements, and investment structures where shares serve as primary security. Regular updates and monitoring are required to ensure continued compliance with Indonesian regulatory requirements and proper registration of the security interest.
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1. Parties: Identification of the Chargor (share owner), Chargee (security recipient), and the Company whose shares are being charged
2. Background: Context of the share charge, including reference to the underlying obligation being secured
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Creation of Security: Express provisions creating the security interest over the shares
5. Secured Obligations: Definition and scope of the obligations being secured by the share charge
6. Representations and Warranties: Statements by the Chargor regarding ownership, authority, and status of the charged shares
7. Covenants: Ongoing obligations of the Chargor regarding the charged shares
8. Voting Rights and Dividends: Provisions governing exercise of voting rights and receipt of dividends pre and post-enforcement
9. Events of Default: Circumstances that trigger enforcement rights
10. Enforcement: Rights and procedures for enforcing the security interest
11. Power of Attorney: Appointment of the Chargee as attorney for specific purposes
12. Further Assurance: Obligation to execute additional documents or take actions to perfect the security
13. Notices: Process for giving formal notices under the agreement
14. Assignments and Transfers: Rules regarding transfer of rights under the agreement
15. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes
1. Security Agent Provisions: Required when the security is held by a security agent on behalf of multiple beneficiaries
2. Foreign Law Considerations: Required when there are cross-border elements requiring compliance with foreign laws
3. Currency Provisions: Required when the underlying secured obligations are in foreign currency
4. Tax Provisions: Detailed tax provisions required when specific tax implications need to be addressed
5. Regulatory Compliance: Special provisions required for compliance with specific regulatory requirements (e.g., if shares are in a regulated entity)
6. Share Retention Provisions: Required when there are specific requirements about minimum shareholding to be maintained
7. Priority Arrangements: Required when there are multiple security interests over the same shares
1. Share Details: Details of the charged shares including share certificates numbers, class, and percentage of shareholding
2. Form of Notice to Company: Template notice to be sent to the Company regarding the creation of the share charge
3. Form of Acknowledgment: Template acknowledgment to be obtained from the Company
4. Powers of Attorney: Forms of powers of attorney required under Indonesian law
5. List of Existing Security Interests: Details of any existing security interests over the shares
6. Form of Transfer Documents: Pre-signed share transfer forms and other documents required for enforcement
7. Registration Requirements: Checklist of registration requirements and forms for various authorities
8. Corporate Authorizations: Required corporate approvals and resolutions
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