Ƶ

Company Sale Agreement for Indonesia

Company Sale Agreement Template for Indonesia

A comprehensive legal document governed by Indonesian law that formalizes the sale and purchase of a company's shares or assets. The agreement details all aspects of the transaction, including purchase price, payment terms, warranties, and conditions precedent, while ensuring compliance with Indonesian corporate law, investment regulations, and relevant sector-specific requirements. It incorporates necessary provisions for both domestic and international transactions, addressing key areas such as regulatory approvals, employee matters, and tax considerations under the Indonesian legal framework.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Company Sale Agreement

Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.

What is a Company Sale Agreement?

The Company Sale Agreement serves as the primary transaction document for corporate acquisitions in Indonesia, structured in accordance with Law No. 40 of 2007 on Limited Liability Companies and related regulations. This document is essential when transferring ownership of an Indonesian company, whether through share sale or asset purchase, and must address specific requirements under Indonesian law, including foreign ownership restrictions, mandatory regulatory approvals, and local corporate governance standards. The agreement typically includes detailed provisions on purchase price mechanisms, warranties, indemnities, pre-closing conditions, and post-closing obligations, while ensuring compliance with Indonesian investment regulations, labor laws, and tax requirements. It's particularly crucial for both domestic and cross-border transactions, requiring careful consideration of local legal requirements and business practices.

What sections should be included in a Company Sale Agreement?

1. Parties: Identification of the seller(s) and buyer(s), including complete legal names, registration numbers, and addresses

2. Background: Context of the transaction, including brief company history and purpose of the sale

3. Definitions: Definitions of key terms used throughout the agreement

4. Sale and Purchase: Core transaction terms including the shares/assets being sold and purchase price

5. Purchase Price and Payment: Detailed payment terms, including payment method, timing, and any adjustments

6. Conditions Precedent: Conditions that must be satisfied before completion of the sale

7. Pre-Completion Obligations: Parties' obligations between signing and completion

8. Completion: Process and requirements for closing the transaction

9. Seller's Warranties: Warranties regarding the company, its assets, and business

10. Buyer's Warranties: Warranties regarding the buyer's capacity and authority

11. Limitations on Liability: Limitations on warranty claims and general liability

12. Tax Matters: Tax-related provisions and allocations of tax liabilities

13. Confidentiality: Obligations regarding confidential information

14. Announcements: Requirements for public announcements about the transaction

15. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms

What sections are optional to include in a Company Sale Agreement?

1. Employee Matters: Used when there are specific employment arrangements or concerns to be addressed

2. Intellectual Property: Required when IP assets are a significant part of the transaction

3. Real Estate: Needed when the company owns significant real estate assets

4. Environmental Matters: Required for companies in industries with environmental implications

5. Competition/Anti-trust: Necessary when the transaction requires competition authority approval

6. Foreign Investment Provisions: Required when the buyer includes foreign investors

7. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

8. Break Fee: Included when parties want to specify compensation for transaction failure

9. Non-Compete Provisions: Used to restrict seller's future competitive activities

10. Transitional Services: Needed when seller will provide post-completion services

What schedules should be included in a Company Sale Agreement?

1. Company Information: Detailed corporate information including shareholding structure

2. Properties: List and details of all company properties

3. Material Contracts: Summary of key contracts and agreements

4. Intellectual Property Rights: List of all IP rights owned or licensed

5. Employee Information: Details of employees and their terms of employment

6. Financial Statements: Recent financial statements and management accounts

7. Bank Accounts: Details of all company bank accounts

8. Insurance Policies: List of insurance policies and coverage

9. Completion Requirements: Detailed list of completion deliverables

10. Warranties: Detailed warranties given by the seller

11. Tax Indemnity: Specific tax indemnity terms and exceptions

12. Permitted Leakage: List of permitted value extractions in locked box deals

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Indonesia

Publisher

Ƶ

Document Type

Contract to Sell

Cost

Free to use
Relevant legal definitions




















































Clauses









































Relevant Industries

Manufacturing

Technology

Real Estate

Financial Services

Mining

Agriculture

Retail

Healthcare

Education

Transportation

Energy

Telecommunications

Construction

Hospitality

Professional Services

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Tax

Compliance

Risk Management

Strategy

Business Development

Corporate Secretariat

Treasury

Due Diligence

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Managing Director

Corporate Lawyer

Legal Counsel

Investment Banker

Financial Director

Business Development Director

Company Secretary

Compliance Officer

Tax Director

Head of Mergers & Acquisitions

Corporate Development Manager

Risk Manager

Strategy Director

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Motor Vehicle Sale Contract

An Indonesian law-compliant contract for the sale and transfer of ownership of a motor vehicle, detailing terms, conditions, and obligations of the transaction.

find out more

Flat Selling Agreement

An Indonesian law-governed agreement for the sale and purchase of apartment units or flats, detailing terms of property transfer and ownership.

find out more

Agreement Of Purchase And Sale (Real Estate)

An Indonesian law-governed agreement documenting the terms and conditions for the sale and purchase of real estate property, requiring execution before a Land Deed Official (PPAT).

find out more

Sales & Purchase Agreement

An Indonesian law-governed agreement setting out terms and conditions for the sale and purchase of goods or services between two parties.

find out more

House Sale Purchase Agreement

An Indonesian law-governed agreement for the sale and purchase of residential property, outlining terms, conditions, and ownership transfer requirements.

find out more

Online Sales Agreement

An Indonesian law-compliant agreement governing online sales transactions and e-commerce operations, addressing key aspects of electronic commerce and consumer protection.

find out more

Conditional Sales Agreement

An Indonesian law-governed agreement for sales where ownership transfers upon fulfillment of specified conditions, typically full payment.

find out more

Binding Sales Contract

An Indonesian law-governed contract establishing terms and conditions for the sale and purchase of goods between two parties.

find out more

Buy And Sell Agreement (Insurance)

An Indonesian law-governed agreement establishing insurance coverage terms between insurer and insured, including premium payments, coverage details, and claims procedures.

find out more

Agreement To Sell And Contract Of Sale

An Indonesian law-compliant document combining an agreement to sell and contract of sale, governing the complete process of property or asset transfer.

find out more

Legal Sales Contract

An Indonesian law-governed sales contract detailing terms and conditions for the sale and purchase of goods, compliant with local commercial regulations.

find out more

Motor Vehicle Sale Deed

An Indonesian legal document formalizing the transfer of motor vehicle ownership between parties, compliant with local civil and transportation laws.

find out more

Asset Sale And Purchase Agreement

An Indonesian law-governed agreement for the sale and purchase of assets, detailing transfer terms, conditions, and regulatory compliance requirements.

find out more

Sale And Leaseback Agreement

An Indonesian law-governed agreement combining property sale and immediate leaseback arrangements, enabling continued use of property by the seller as a lessee.

find out more

Sale Of Partnership Agreement

An Indonesian law-governed agreement for the sale and transfer of partnership interests, outlining terms, conditions, and obligations of the transaction.

find out more

Provisional Sales And Purchase Agreement

An Indonesian law-governed preliminary agreement establishing key terms and conditions for a proposed sale and purchase transaction, serving as a bridge to a definitive agreement.

find out more

Apartment Sale And Purchase Contract

An Indonesian law-governed agreement for the sale and purchase of apartment units, detailing terms, conditions, and obligations of the transaction.

find out more

Sell And Purchase Agreement

An Indonesian law-governed agreement documenting the sale and purchase of goods or assets between parties, outlining key terms and conditions of the transaction.

find out more

Buy Sell Contract

An Indonesian law-governed agreement for the sale and purchase of goods or assets, establishing terms, conditions, and obligations for both buyer and seller.

find out more

Sales Mandate Agreement

An Indonesian law-governed agreement appointing a Sales Agent to promote and sell Principal's products/services within a defined territory.

find out more

Online Sales Contract

An Indonesian-law compliant online sales contract template for e-commerce transactions, incorporating local electronic transaction and consumer protection requirements.

find out more

Agreement And Bill Of Sale

An Indonesian law-governed document that combines a sales agreement and ownership transfer documentation, formalizing asset sales between parties.

find out more

Agency Agreement For Sale Of Products

Indonesian-law governed agreement appointing an agent to market and sell products, detailing rights, obligations, and commission structures under local regulations.

find out more

Deed Of Sale Motor Vehicle

An Indonesian legal document formalizing the sale and transfer of ownership of a motor vehicle between parties, compliant with Indonesian traffic and transportation laws.

find out more

Sale Payment Agreement

An Indonesian law-governed agreement establishing payment terms and conditions for sale transactions, structured under the Indonesian Civil Code.

find out more

Purchase And Sale Deed

An Indonesian notarial deed executed before a Land Deed Official (PPAT) that formalizes and legalizes property ownership transfer from seller to buyer.

find out more

Private Sale Purchase Agreement

An Indonesian law-governed agreement documenting the terms and conditions for the private sale and purchase of goods or assets between parties.

find out more

Direct Sales Contract

An Indonesian law-governed agreement establishing terms for direct sales transactions, ensuring regulatory compliance and commercial protection for all parties.

find out more

Buy Sell Agreement For Small Business

An Indonesian law-governed agreement for the transfer of ownership and assets of a small business between seller and buyer, ensuring regulatory compliance and protecting both parties' interests.

find out more

Business Sales Agreement Contract

An Indonesian law-governed agreement establishing terms and conditions for business-to-business sales transactions, compliant with local commercial regulations.

find out more

Agency Listing Agreement

An Indonesian law-governed agreement between property owner and real estate agency establishing terms for property listing and marketing services.

find out more

Sale Agreement Form

An Indonesian law-compliant sale agreement template outlining terms and conditions for commercial transactions within Indonesian jurisdiction.

find out more

Vehicle Sale Agreement Between Two Parties

An Indonesian law-governed agreement for the sale and transfer of a vehicle between two parties, ensuring legal compliance and protecting both parties' interests.

find out more

Sales Contract For Car

An Indonesian law-governed contract for the sale and purchase of a motor vehicle, including ownership transfer and registration requirements.

find out more

Agreement To Split Proceeds Of Sale

An Indonesian law-governed agreement that establishes terms for dividing sales proceeds between multiple parties, including calculation methods and distribution procedures.

find out more

Exclusive Selling Agreement

An Indonesian law-governed agreement granting exclusive rights to sell specific products within a defined territory in Indonesia, subject to local commercial and competition laws.

find out more

Deed Of Sale To Land Title

An Indonesian legal document executed before a Land Deed Official (PPAT) to transfer land ownership rights from seller to buyer.

find out more

Entity Buy Sell Agreement

An Indonesian law-governed agreement for the sale and purchase of a business entity, including all terms, conditions, and regulatory requirements for ownership transfer.

find out more

Home Buy Sell Agreement

An Indonesian law-governed agreement for the sale and purchase of residential property, detailing transfer terms and conditions.

find out more

Business Seller Financing Agreement

An Indonesian law-governed agreement where a business seller provides financing to the buyer, detailing payment terms, security arrangements, and compliance requirements.

find out more
See more related templates

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