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Articles Of Operating Agreement Template for Indonesia

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Key Requirements PROMPT example:

Articles Of Operating Agreement

"I need Articles of Operating Agreement for a new technology startup PT company in Jakarta, with three local shareholders and one foreign investor from Singapore, planning to start operations in March 2025."

Document background
The Articles of Operating Agreement serves as a fundamental document for companies operating in Indonesia, establishing the legal and operational framework under which the business will function. This document is essential when establishing a new company or restructuring an existing one, particularly when multiple shareholders are involved. It must comply with Indonesian Company Law (Law No. 40 of 2007) and related regulations, addressing crucial aspects such as capital structure, management arrangements, and shareholder rights. The Articles of Operating Agreement is particularly important in the Indonesian context where specific requirements exist for company establishment, including minimum capital requirements, shareholder structures, and management composition. The document needs to be prepared in Indonesian language (with optional English translation) and must be executed before a notary public to ensure legal validity.
Suggested Sections

1. Parties: Identification of all members/shareholders forming the company

2. Background: Context of the company formation and purpose of the operating agreement

3. Definitions: Defined terms used throughout the agreement

4. Company Formation: Details of company establishment, name, location, and purpose

5. Capital Structure: Information about capital contributions, shares, and ownership percentages

6. Management Structure: Roles and responsibilities of directors, commissioners, and key management positions

7. Meetings and Voting: Procedures for shareholder and board meetings, voting rights and requirements

8. Transfer of Shares: Rules and restrictions regarding the transfer of ownership interests

9. Financial Management: Procedures for financial reporting, distributions, and fiscal management

10. Dispute Resolution: Procedures for resolving conflicts between members

11. Dissolution and Liquidation: Procedures for company dissolution and asset distribution

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

13. Amendment Procedures: Process for modifying the operating agreement

Optional Sections

1. Intellectual Property Rights: Provisions regarding ownership and protection of IP assets, used when the company has significant IP

2. Non-Competition: Restrictions on members' competing activities, included when protecting business interests is crucial

3. Employee Matters: Guidelines for employment policies and procedures, needed for companies with employees

4. Foreign Investment Provisions: Special provisions required for companies with foreign investment

5. Environmental Compliance: Environmental protection obligations, necessary for companies in industries with environmental impact

6. Related Party Transactions: Procedures for handling transactions with related parties, important for companies with complex ownership structures

7. Branch Offices: Provisions for establishing and managing branch offices, needed for companies planning expansion

Suggested Schedules

1. Schedule A - Initial Capital Contributions: Detailed breakdown of each member's initial capital contributions

2. Schedule B - Ownership Structure: Complete list of members and their ownership percentages

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

4. Schedule D - Business Plan: Initial business plan and operational objectives

5. Schedule E - Asset Register: List of company's initial assets and their values

6. Appendix 1 - Specimen Signatures: Authorized signatures of all members and key management

7. Appendix 2 - Company Regulations: Internal company regulations and policies

8. Appendix 3 - Forms: Standard forms for share transfers, meeting notices, and other routine matters

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

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Relevant Industries

Manufacturing

Technology

Retail

Services

Agriculture

Mining

Construction

Financial Services

Healthcare

Education

Hospitality

Transportation

Real Estate

Energy

Import/Export

Relevant Teams

Legal

Corporate Secretarial

Compliance

Executive Leadership

Finance

Corporate Governance

Risk Management

Shareholder Relations

Business Development

Investment

Relevant Roles

Chief Executive Officer

Managing Director

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Board Member

Chief Financial Officer

Chief Operating Officer

Shareholder Relations Manager

Corporate Governance Officer

Risk Management Officer

Investment Manager

Business Development Director

General Counsel

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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