The Due Diligence Letter of Intent serves as a crucial preliminary document in Indonesian business transactions, particularly in mergers, acquisitions, and significant investments. It is typically used when one party needs to conduct a detailed investigation of another company's business operations, financial status, and legal compliance before proceeding with a major transaction. The document, while primarily non-binding except for specific provisions like confidentiality, sets out the ground rules for the due diligence process in accordance with Indonesian law, including Law No. 25 of 2007 on Investment and relevant OJK regulations. It provides protection for both parties by clearly defining the scope of investigation, use of confidential information, and the process framework, while acknowledging local business practices and regulatory requirements.
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1. Parties: Identification of the parties involved - the investigating party and the target company
2. Introduction/Background: Brief context of the proposed transaction and purpose of the due diligence investigation
3. Definitions: Key terms used throughout the letter, including 'Confidential Information', 'Due Diligence Period', and 'Permitted Purpose'
4. Scope of Due Diligence: Outline of the areas to be investigated and types of information required
5. Duration: Timeframe for the due diligence investigation and any potential extensions
6. Confidentiality Obligations: Terms regarding the handling and protection of confidential information
7. Access Rights: Details of access to documents, facilities, and personnel
8. Process and Protocol: Procedures for requesting and providing information, including format and channels
9. Non-Binding Nature: Clear statement that the LOI does not create a binding obligation to proceed with the main transaction
10. Governing Law: Specification of Indonesian law as the governing law
1. Exclusivity: Optional provision preventing the target company from engaging with other potential investors during the due diligence period
2. Cost Allocation: Optional section specifying how due diligence costs will be allocated between parties
3. Break Fee: Optional provision for compensation if either party withdraws under specific circumstances
4. Binding Provisions: Optional section explicitly stating which provisions (typically confidentiality and governing law) are legally binding
5. Personnel Involvement: Optional detailed provisions about involvement of employees and management in the process
6. Third-Party Advisors: Optional section regarding the involvement and obligations of external advisors and consultants
1. Initial Information Request List: Preliminary list of documents and information required for the due diligence process
2. Authorized Representatives: List of authorized personnel from both parties who will be involved in the due diligence process
3. Confidentiality Protocols: Detailed procedures for handling confidential information, including data room rules if applicable
4. Timeline: Proposed schedule of key milestones in the due diligence process
5. Required Regulatory Approvals: List of necessary regulatory approvals or notifications required under Indonesian law
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Mining and Natural Resources
Financial Services
Real Estate
Infrastructure
Energy
Telecommunications
Retail and Consumer Goods
Healthcare
Agriculture
Transportation and Logistics
Relevant Teams
Legal
Finance
Corporate Development
Mergers & Acquisitions
Risk Management
Compliance
Strategy
Business Development
Investment
Corporate Secretariat
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Corporate Development Director
Investment Manager
Due Diligence Manager
Merger & Acquisition Director
Legal Counsel
Corporate Secretary
Financial Controller
Risk Management Officer
Compliance Officer
Business Development Director
Strategy Director
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