The Investment Club Partnership Agreement serves as the foundational document for groups of individuals or entities looking to pool their resources for collective investment purposes in Indonesia. This agreement is essential when establishing a formal investment club structure that complies with Indonesian partnership laws, investment regulations, and OJK requirements. It details crucial aspects such as capital contributions, investment strategies, profit distribution, member rights and obligations, and governance structures. The document becomes particularly relevant when investors seek to formalize their investment collaboration while maintaining flexibility in investment decisions and member participation. It incorporates necessary provisions to comply with Indonesian regulatory requirements while protecting member interests and establishing clear operational procedures.
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1. Parties: Identifies all founding members of the investment club, including their full legal names, addresses, and contact information
2. Background: Sets out the context and purpose of forming the investment club, including the general investment objectives
3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty
4. Formation and Name: Establishes the partnership's official name and confirms its formation under Indonesian law
5. Purpose and Investment Objectives: Details the specific investment goals, strategies, and permitted investment types
6. Capital Contributions: Specifies initial and ongoing capital contribution requirements, payment schedules, and consequences of default
7. Membership Interest: Defines how ownership interests are calculated, recorded, and may be adjusted
8. Management and Administration: Outlines the management structure, decision-making processes, and administrative procedures
9. Investment Decisions: Details how investment decisions are made, including voting rights and approval thresholds
10. Meetings and Voting: Specifies procedures for regular and special meetings, voting methods, and quorum requirements
11. Accounting and Records: Sets requirements for financial record-keeping, reporting, and member access to information
12. Profit and Loss Allocation: Defines how profits and losses are calculated and distributed among members
13. Transfer Restrictions: Outlines limitations on transferring membership interests and right of first refusal provisions
14. Withdrawal and Exit: Describes procedures for voluntary withdrawal and forced exit of members
15. Dissolution: Specifies conditions and procedures for partnership dissolution and asset distribution
16. Governing Law and Dispute Resolution: Confirms Indonesian law as governing law and sets out dispute resolution procedures
1. Investment Committee: Details the formation and operation of an investment committee - recommended for larger clubs with more complex decision-making needs
2. Professional Advisors: Establishes procedures for engaging external advisors - useful for clubs seeking professional investment guidance
3. Leverage Restrictions: Sets limits on borrowing and use of leverage - important if the club plans to use debt financing
4. Valuation Procedures: Detailed procedures for valuing non-listed investments - necessary for clubs investing in private companies or real estate
5. Tax Matters: Specific provisions for tax handling and reporting - important for clubs with complex tax situations
6. Insurance: Requirements for maintaining insurance coverage - relevant for clubs with significant assets or liability concerns
7. Confidentiality: Detailed confidentiality obligations - important for clubs sharing sensitive investment information
1. Schedule A - Member Registry: Current list of all members, their contact details, and capital contributions
2. Schedule B - Initial Capital Contributions: Detailed breakdown of each member's initial capital contribution
3. Schedule C - Investment Policy: Detailed investment guidelines, restrictions, and target allocations
4. Schedule D - Valuation Methodology: Specific procedures for valuing different types of investments
5. Schedule E - Fee Structure: Details of any management fees, administrative costs, and expense allocation
6. Schedule F - Meeting Procedures: Detailed procedures for conducting meetings and voting
7. Appendix 1 - Member Subscription Agreement: Standard form for new members joining the club
8. Appendix 2 - Transfer Notice: Standard form for members wishing to transfer their interests
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Investment Management
Private Equity
Real Estate
Technology
Healthcare
Consumer Goods
Energy
Infrastructure
Agriculture
Manufacturing
Mining
Education
Relevant Teams
Legal
Compliance
Investment Management
Risk Management
Finance
Tax
Corporate Governance
Treasury
Portfolio Management
Client Relations
Relevant Roles
Investment Manager
Legal Counsel
Compliance Officer
Risk Manager
Financial Advisor
Partnership Administrator
Chief Investment Officer
Chief Financial Officer
Investment Analyst
Portfolio Manager
Managing Partner
Corporate Secretary
Tax Advisor
Wealth Manager
Fund Administrator
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