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Corporate Agreement for Indonesia

Corporate Agreement Template for Indonesia

A comprehensive legal document governed by Indonesian law that establishes, defines, and regulates formal business relationships between corporate entities. This agreement adheres to Indonesian corporate law principles, particularly Law No. 40 of 2007 on Limited Liability Companies and related regulations. It includes essential provisions for corporate governance, obligations, rights, and remedies while ensuring compliance with local regulatory requirements, including language requirements under Law No. 24 of 2009. The document is structured to facilitate both domestic and international business relationships while maintaining enforceability under Indonesian jurisdiction.

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What is a Corporate Agreement?

The Corporate Agreement serves as a fundamental legal instrument for establishing and managing business relationships between corporate entities in Indonesia. This document type is essential when companies need to formalize their business arrangements, joint ventures, strategic partnerships, or other corporate collaborations under Indonesian law. The agreement must comply with various regulations, including the Indonesian Company Law (Law No. 40 of 2007), investment regulations, and mandatory language requirements. It typically includes comprehensive provisions covering corporate governance, operational procedures, risk allocation, and dispute resolution mechanisms. The Corporate Agreement is particularly relevant for both domestic and international business transactions, requiring careful consideration of Indonesian legal requirements while accommodating international business practices.

What sections should be included in a Corporate Agreement?

1. Parties: Identification of the contracting parties with complete legal names and addresses as registered in Indonesia

2. Background: Recitals explaining the context and purpose of the agreement, including any relevant corporate relationships

3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including specific Indonesian legal terms where relevant

4. Scope of Agreement: Clear outline of the agreement's purpose and scope of application

5. Rights and Obligations: Detailed description of each party's rights and responsibilities under the agreement

6. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

7. Payment Terms: Financial arrangements including currency, payment method, and timing

8. Representations and Warranties: Standard corporate warranties and specific representations relevant to the transaction

9. Confidentiality: Provisions for protecting confidential information and trade secrets

10. Force Majeure: Circumstances excusing performance, including specific Indonesian context

11. Dispute Resolution: Process for resolving disputes, typically including Indonesian court jurisdiction or arbitration

12. Governing Law: Explicit statement of Indonesian law as governing law

13. Notices: Communication procedures and contact details for formal notices

14. General Provisions: Standard boilerplate clauses including assignment, amendment, and severability

15. Execution: Signature blocks complying with Indonesian execution requirements

What sections are optional to include in a Corporate Agreement?

1. Intellectual Property Rights: Required when the agreement involves IP transfer or licensing

2. Regulatory Compliance: Needed when the agreement involves regulated industries or activities

3. Insurance: Include when specific insurance coverage is required from either party

4. Performance Guarantees: Required when specific performance metrics or guarantees are part of the agreement

5. Change of Control: Include when restrictions on corporate ownership changes are relevant

6. Anti-Corruption: Important for compliance with Indonesian anti-corruption laws in certain contexts

7. Data Protection: Required when personal data processing is involved

8. Environmental Compliance: Necessary for agreements involving environmental impacts or risks

9. Labor and Employment: Include when the agreement affects employment relationships

What schedules should be included in a Corporate Agreement?

1. Corporate Information Schedule: Detailed corporate information of all parties, including registration numbers and licenses

2. Services/Products Schedule: Detailed description of services or products covered by the agreement

3. Pricing Schedule: Detailed pricing structures, payment terms, and calculations

4. Key Personnel Schedule: List of key personnel responsible for agreement implementation

5. Technical Requirements Schedule: Technical specifications or requirements relevant to the agreement

6. Compliance Schedule: List of applicable regulations and compliance requirements

7. Form of Notices: Template forms for various notices required under the agreement

8. Power of Attorney: If required, form of power of attorney in Indonesian format

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

Agreement Contract

Cost

Free to use
Relevant legal definitions














































Clauses











































Relevant Industries

Manufacturing

Technology

Financial Services

Energy and Resources

Infrastructure

Consumer Goods

Healthcare

Agriculture

Real Estate

Transportation and Logistics

Telecommunications

Mining

Retail

Education

Professional Services

Relevant Teams

Legal

Corporate Affairs

Compliance

Finance

Business Development

Risk Management

Operations

Commercial

Corporate Governance

Investment

Strategy

Executive Management

Board of Directors

Procurement

Administrative

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Corporate Secretary

Legal Director

Commercial Director

Business Development Manager

Compliance Officer

Corporate Counsel

General Counsel

Head of Legal

Managing Director

Chief Financial Officer

Director of Operations

Risk Manager

Company Director

Board Member

Investment Manager

Contract Manager

Legal Manager

Corporate Affairs Manager

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

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