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Corporation Partnership Agreement for Indonesia

Corporation Partnership Agreement Template for Indonesia

A comprehensive legal document governed by Indonesian law that establishes and regulates a formal partnership between two or more corporations. This agreement outlines the terms and conditions of the business relationship, including capital contributions, profit-sharing arrangements, management structure, decision-making processes, and dispute resolution mechanisms. The document ensures compliance with Indonesian corporate law, particularly Law No. 40 of 2007 on Limited Liability Companies and related regulations, while protecting the interests of all participating corporate entities.

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Corporation Partnership Agreement

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What is a Corporation Partnership Agreement?

The Corporation Partnership Agreement serves as a fundamental legal instrument for establishing formal business collaborations between corporate entities in Indonesia. This document is essential when two or more corporations decide to combine their resources, expertise, or market presence while maintaining their separate legal identities. The agreement is structured to comply with Indonesian corporate law, particularly Law No. 40 of 2007 on Limited Liability Companies, and addresses crucial aspects such as capital contributions, profit sharing, management rights, operational control, and exit mechanisms. It provides a comprehensive framework for corporate partnerships while ensuring protection of each partner's interests and compliance with local regulatory requirements. The document is particularly important for cross-industry collaborations, joint ventures, and strategic alliances within the Indonesian business landscape.

What sections should be included in a Corporation Partnership Agreement?

1. Parties: Identification of the corporate partners entering into the agreement, including their full legal names, registration numbers, and registered addresses

2. Background: Context of the partnership, including the business purpose and objectives of the collaboration

3. Definitions: Definitions of key terms used throughout the agreement to ensure clear interpretation

4. Partnership Structure: Legal form of the partnership, ownership percentages, and capital contributions of each partner

5. Management and Control: Governance structure, decision-making processes, and management responsibilities

6. Capital and Financing: Initial and ongoing capital contributions, funding mechanisms, and capital maintenance requirements

7. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners

8. Rights and Obligations: Detailed responsibilities and rights of each partner, including voting rights and operational duties

9. Restricted Activities: Activities requiring unanimous consent or special approval from partners

10. Transfer of Interests: Rules and procedures for transferring partnership interests, including right of first refusal

11. Term and Termination: Duration of the partnership and conditions for termination or dissolution

12. Dispute Resolution: Procedures for resolving disputes between partners, including mediation and arbitration provisions

13. Governing Law: Specification of Indonesian law as the governing law and jurisdiction

14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Corporation Partnership Agreement?

1. Non-Competition: Restrictions on partners engaging in competing businesses, used when partners have other business interests

2. Intellectual Property Rights: Provisions regarding ownership and use of IP, necessary when the partnership involves significant IP assets

3. Foreign Investment Provisions: Special provisions required when one or more partners are foreign entities

4. Environmental Compliance: Special provisions for partnerships operating in environmentally sensitive industries

5. Employee Matters: Provisions regarding employment and human resources if the partnership will have direct employees

6. Technology and Data Protection: Specific provisions for partnerships involving technology or data processing activities

7. Corporate Social Responsibility: Guidelines for CSR activities when partners wish to formalize their social commitments

8. Force Majeure: Detailed provisions for handling unforeseen circumstances, particularly relevant in high-risk industries

What schedules should be included in a Corporation Partnership Agreement?

1. Schedule A - Capital Contributions: Detailed breakdown of initial and committed capital contributions from each partner

2. Schedule B - Business Plan: Initial business plan and strategic objectives of the partnership

3. Schedule C - Management Structure: Organizational chart and detailed management responsibilities

4. Schedule D - Partner Information: Detailed corporate information about each partner, including shareholding structures

5. Schedule E - Assets Register: List of assets contributed to or owned by the partnership

6. Schedule F - Restricted Matters: Comprehensive list of actions requiring special approval

7. Appendix 1 - Signing Authorities: Matrix of signing and approval authorities for various business activities

8. Appendix 2 - Required Licenses: List of licenses and permits required for partnership operations

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

Cost

Free to use
Relevant legal definitions











































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Relevant Industries

Manufacturing

Technology

Real Estate

Infrastructure

Mining

Agriculture

Financial Services

Retail

Healthcare

Energy

Transportation

Telecommunications

Construction

Hospitality

Education

Relevant Teams

Legal

Finance

Corporate Affairs

Compliance

Risk Management

Business Development

Strategy

Operations

Investment

Corporate Governance

Executive Leadership

Corporate Secretary Office

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Corporate Secretary

Legal Counsel

Managing Director

Business Development Director

Finance Director

Operations Director

Partnership Manager

Compliance Officer

Risk Manager

Board Member

Company Director

Investment 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

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