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Articles Of Incorporation And By Laws Stock Corporation Template for Indonesia

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Key Requirements PROMPT example:

Articles Of Incorporation And By Laws Stock Corporation

"I need Articles of Incorporation and By-Laws Stock Corporation documentation for an Indonesian technology startup planning to launch in March 2025, with provisions for multiple share classes and future venture capital investment, including specific clauses for electronic shareholder meetings."

Document background
The Articles of Incorporation and By-Laws Stock Corporation is a mandatory legal document required for establishing and operating a stock corporation in Indonesia. This document serves as the constitutional framework of the company, governed primarily by Law No. 40 of 2007 on Limited Liability Companies. It must be prepared when forming a new corporation or converting an existing business entity into a stock corporation. The document contains essential information about the company's identity, objectives, capital structure, shareholder rights, management framework, and operational procedures. It requires notarization and approval from Indonesian authorities, particularly the Ministry of Law and Human Rights. The document plays a crucial role in corporate governance, protecting shareholder interests, and ensuring regulatory compliance throughout the company's lifecycle.
Suggested Sections

1. Article 1 - Name and Domicile: Specifies the company's legal name and registered address in Indonesia

2. Article 2 - Duration: States the period for which the corporation is established (typically unlimited duration)

3. Article 3 - Purpose and Objectives: Details the business activities and objectives of the corporation according to the Indonesian Standard Industrial Classification (KBLI)

4. Article 4 - Capital Structure: Specifies authorized capital, issued capital, paid-up capital, and share classifications

5. Article 5 - Shares: Details share types, rights, transfer restrictions, and share certificates

6. Article 6 - General Meeting of Shareholders: Procedures for conducting annual and extraordinary general meetings

7. Article 7 - Board of Directors: Composition, appointment, duties, authorities, and responsibilities of directors

8. Article 8 - Board of Commissioners: Composition, appointment, duties, and authorities of commissioners

9. Article 9 - Annual Reports and Financial Statements: Requirements for financial reporting and annual reports

10. Article 10 - Use of Profits and Dividend Distribution: Procedures for profit allocation and dividend distribution

11. Article 11 - Amendments to Articles of Association: Procedures for amending the articles of association

12. Article 12 - Dissolution and Liquidation: Procedures for corporate dissolution and liquidation

Optional Sections

1. Article on Corporate Social Responsibility: Required for companies dealing with natural resources or related sectors

2. Article on Environmental Management: Required for companies whose activities impact environmental conditions

3. Article on Share Buy-Back Provisions: Included when the company plans to have share repurchase programs

4. Article on Different Share Classifications: Required when the company issues different classes of shares with varying rights

5. Article on Electronic General Meetings: Include for companies planning to conduct virtual shareholder meetings

6. Article on Foreign Investment Provisions: Required for companies with foreign ownership or investment

7. Article on Shareholder Pre-emptive Rights: Include for detailed regulations on shareholders' rights in new share issuances

Suggested Schedules

1. Schedule A - Details of Initial Shareholders: List of founding shareholders with their respective shareholdings and contributions

2. Schedule B - Share Certificate Specimen: Template and format of the company's share certificates

3. Schedule C - Initial Board Members: Details of initial Board of Directors and Board of Commissioners members

4. Schedule D - Company's Business Activities: Detailed list of business activities according to KBLI codes

5. Appendix 1 - Shareholding Structure: Diagram showing the company's shareholding structure

6. Appendix 2 - Corporate Governance Guidelines: Detailed guidelines for corporate governance implementation

7. Appendix 3 - Board Charter: Detailed guidelines for Board of Directors and Board of Commissioners

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



































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Relevant Industries

Manufacturing

Technology

Financial Services

Mining

Agriculture

Real Estate

Retail

Healthcare

Education

Transportation

Energy

Construction

Telecommunications

Tourism

Professional Services

Relevant Teams

Legal

Corporate Secretariat

Compliance

Corporate Governance

Board Administration

Risk Management

Finance

Executive Leadership

Shareholder Relations

Investment Relations

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Corporate Secretary

Legal Director

Compliance Officer

Board Director

Commissioner

General Counsel

Legal Manager

Company Registrar

Chief Financial Officer

Corporate Governance Officer

Risk Management Officer

Shareholder Relations Manager

Investment Relations 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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