The Incorporation Agreement serves as the foundational document for establishing a new company in Indonesia, governed by Law No. 40 of 2007 on Limited Liability Companies and related regulations. This document is essential when two or more parties wish to formally establish a company, defining their rights, obligations, and ownership structure. The agreement must be executed before an Indonesian notary public and includes crucial details about share capital, management structure, operational framework, and shareholder relationships. It forms part of the company registration process with the Ministry of Law and Human Rights and must comply with Indonesia's Online Single Submission (OSS) system requirements. The Incorporation Agreement typically precedes the issuance of the company's deed of establishment and articles of association, making it a critical document in the company formation process.
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.
OR
Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identifies and provides details of all founding shareholders/parties entering into the incorporation agreement
2. Background: Sets out the context and intention of the parties to establish a new company
3. Definitions: Defines key terms used throughout the agreement
4. Company Formation: Details of the company being established, including name, domicile, and business objectives
5. Share Capital: Specifies authorized capital, issued capital, and paid-up capital amounts
6. Share Subscription: Details of initial share distribution among founding shareholders
7. Management Structure: Establishes the Board of Directors and Board of Commissioners structure
8. General Meeting of Shareholders: Rules and procedures for conducting shareholder meetings
9. Financial Matters: Financial year, accounting records, and dividend policies
10. Transfer of Shares: Procedures and restrictions for future share transfers
11. Confidentiality: Obligations regarding company and shareholder confidential information
12. Term and Termination: Duration of the agreement and termination provisions
13. Governing Law: Confirms Indonesian law as governing law and jurisdiction
14. Dispute Resolution: Mechanisms for resolving disputes between shareholders
15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Pre-emptive Rights: Detailed provisions giving existing shareholders first right to purchase shares being sold
2. Tag-Along Rights: Rights of minority shareholders to join in sale of shares by majority shareholders
3. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale of shares
4. Non-Competition: Restrictions on shareholders engaging in competing businesses
5. Intellectual Property: Provisions regarding ownership and use of IP if relevant to the business
6. Foreign Investment Provisions: Special provisions required when foreign shareholders are involved
7. Deadlock Resolution: Specific procedures for resolving shareholder deadlocks
8. Reserved Matters: List of decisions requiring special/unanimous shareholder approval
1. Schedule 1 - Company Details: Detailed information about the company including registered address, business activities, and registration numbers
2. Schedule 2 - Share Capital Structure: Detailed breakdown of shareholding structure including share classes and values
3. Schedule 3 - Shareholders' Information: Detailed information about each shareholder including contact details and shareholding
4. Schedule 4 - Board Composition: Details of initial Board of Directors and Board of Commissioners members
5. Schedule 5 - Business Plan: Initial business plan and capital expenditure requirements
6. Appendix A - Form of Shareholders' Resolution: Template for shareholders' resolutions
7. Appendix B - Form of Share Certificate: Template for share certificates
8. Appendix C - Articles of Association: Full text of the company's Articles of Association
9. Appendix D - Corporate Governance Guidelines: Detailed corporate governance procedures and policies
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Financial Services
Retail
Healthcare
Agriculture
Mining
Construction
Education
Transportation
Food and Beverage
Real Estate
Professional Services
Energy
Telecommunications
E-commerce
Tourism
Media and Entertainment
Relevant Teams
Legal
Corporate Secretariat
Board of Directors
Board of Commissioners
Compliance
Finance
Corporate Affairs
Investment Relations
Corporate Development
Risk Management
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Corporate Secretary
Legal Counsel
Company Director
Board Member
Commissioner
Corporate Lawyer
Investment Manager
Compliance Officer
Business Development Director
Company Founder
Managing Director
Shareholder Relations Manager
Corporate Governance Officer
Find the exact document you need
Nurse Practitioner Employment Contract
An Indonesian-law governed employment contract for nurse practitioners, addressing both standard employment terms and specialized healthcare practice requirements.
find out more
Non Compete Agreement Hiring Employees
An Indonesian law-governed agreement restricting an employee's post-employment competitive activities, balancing employer protection with employee rights.
find out more
Non Binding Contract
A non-binding contract under Indonesian law that outlines intended business arrangements while explicitly maintaining no legal obligations between parties.
find out more
Non Binding Agreement
An Indonesian law-compliant preliminary agreement outlining intended cooperation between parties while maintaining a non-binding status.
find out more
Business Agreement
An Indonesian law-governed agreement establishing business relationships between parties, incorporating local legal requirements and commercial terms.
find out more
Private Tenancy Agreement
An Indonesian law-governed agreement establishing terms and conditions for residential property rental between landlord and tenant.
find out more
Common Agreement
A fundamental contract template governed by Indonesian law, establishing binding obligations between parties while ensuring compliance with local legal requirements.
find out more
Professional Services Agreement
An Indonesian law-governed agreement establishing terms for professional services delivery, including scope, payment, and service provider obligations.
find out more
On Hire Labour Agreement
An Indonesian law-governed agreement establishing employment terms between a labor hire company, worker, and host company.
find out more
Written Agreement
A formal Written Agreement compliant with Indonesian law that establishes legally binding obligations between parties under Indonesian jurisdiction.
find out more
Simple Agreement
A basic contractual agreement template compliant with Indonesian law, designed for straightforward business arrangements.
find out more
Side Agreement
An Indonesian law-governed supplementary agreement that modifies or clarifies terms of an existing main agreement, requiring compliance with local language and legal requirements.
find out more
Official Employment Contract
Indonesian law-compliant employment contract establishing formal employment terms and conditions under Law No. 13 of 2003 (Manpower Law).
find out more
Non Hire Agreement
An Indonesian law-governed agreement preventing parties from hiring each other's employees, including specific restrictions and compliance with local labor laws.
find out more
Non Fixed Term Employment Contract
Indonesian law-governed permanent employment agreement establishing terms and conditions of employment in compliance with local labor laws.
find out more
Incorporation Agreement
An Indonesian law-governed agreement establishing a new company's structure, ownership, and governance framework under Law No. 40 of 2007.
find out more
Boilerplate Agreement
A standardized agreement template compliant with Indonesian law, providing essential contractual elements with bilingual provisions.
find out more
Amended Contract
An amended contract under Indonesian law that modifies existing contractual arrangements while ensuring compliance with local legal requirements.
find out more
Tooling Agreement
An Indonesian law-governed agreement establishing terms for industrial tooling supply, manufacture, or use, aligned with local industrial regulations and international standards.
find out more
Representation Agreement
An Indonesian law-governed agreement establishing and regulating the relationship between a principal company and its appointed representative, defining representation rights and obligations.
find out more
Provisional Agreement
An Indonesian law-compliant temporary contractual arrangement establishing interim rights and obligations between parties pending a permanent agreement or specific event completion.
find out more
Preliminary Agreement
An Indonesian law-governed preliminary agreement establishing framework terms for business negotiations and protecting parties' interests during discussion phase.
find out more
Offer Of Employment Contract
An Indonesian employment contract that establishes employment terms and conditions in compliance with Indonesian labor law.
find out more
Marketing Manager Employment Contract
An Indonesian law-compliant employment contract for Marketing Manager positions, outlining key terms, conditions, and responsibilities.
find out more
Common Terms Agreement
Indonesian law-governed Common Terms Agreement establishing principal terms for syndicated lending arrangements, incorporating mandatory local law requirements and banking regulations.
find out more
Nanny Employment Contract
An Indonesian law-compliant employment contract establishing terms and conditions for nanny services in private households.
find out more
Tenancy Contract
An Indonesian law-governed agreement establishing property rental terms and conditions between landlord and tenant, compliant with the Indonesian Civil Code and property regulations.
find out more
Preliminary Contract
An Indonesian law-governed pre-agreement document that establishes binding preliminary terms while parties negotiate a definitive agreement.
find out more
Catering Contract
An Indonesian law-governed catering services agreement establishing terms and conditions for food service provision while ensuring compliance with local regulations.
find out more
Lease Agreement
An Indonesian law-governed agreement establishing terms and conditions for property rental, defining rights and obligations of lessor and lessee.
find out more
Security Agreement Form
An Indonesian law-governed agreement creating security interests over assets to secure financial obligations, compliant with Indonesian security and fiduciary laws.
find out more
Business Cooperation Agreement
An Indonesian law-governed agreement establishing terms and conditions for business cooperation between multiple parties, ensuring regulatory compliance and mutual business interests.
find out more
Local Employment Contract
An Indonesian law-compliant employment agreement for hiring local employees, incorporating all mandatory provisions under Indonesian labor legislation.
find out more
Mutual Separation Agreement Employment
An Indonesian law-governed agreement documenting mutually agreed employment termination terms between employer and employee, including statutory entitlements and obligations.
find out more
Head Of Terms Agreement
A preliminary agreement under Indonesian law outlining key commercial terms and understanding between parties for a proposed transaction, serving as a framework for future definitive agreements.
find out more
New Employment Contract For Existing Employees
Indonesian law-governed employment contract template for updating terms with existing employees, compliant with current labor regulations.
find out more
Business Contract
An Indonesian law-governed business contract establishing commercial relationships between business entities, ensuring compliance with local regulations and commercial practices.
find out more
Work Agreement
An Indonesian law-compliant employment agreement establishing terms and conditions of employment, including statutory rights and obligations.
find out more
White Label Agreement
An Indonesian law-governed agreement establishing terms for manufacturing products under another company's brand name, including quality, IP rights, and regulatory compliance.
find out more
Volunteer Contract
An Indonesian law-governed agreement establishing the terms and conditions between an organization and a volunteer, ensuring compliance with local volunteer regulations.
find out more
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
.png)