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Assignment Of Membership Interest

Assignment Of Membership Interest Template for Indonesia

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Key Requirements PROMPT example:

Assignment Of Membership Interest

"I need an Assignment of Membership Interest agreement under Indonesian law for transferring 25% membership interest in a manufacturing company to a foreign investor, with specific provisions for BKPM approval and staged payment terms to be completed by March 2025."

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Document background
The Assignment Of Membership Interest agreement is a crucial document used in Indonesian business transactions when transferring ownership interests in a company. It is particularly relevant in situations involving corporate restructuring, investment exits, or strategic acquisitions. The document must comply with Indonesian Company Law (Law No. 40 of 2007) and investment regulations, especially when foreign investment is involved. The agreement includes essential details such as the exact interest being transferred, consideration amount, representations and warranties, and regulatory compliance requirements. It may require additional approvals from the Indonesian Investment Coordinating Board (BKPM) and other regulatory bodies, depending on the business sector and transaction size. The document serves as official evidence of the transfer and helps ensure a smooth transition of ownership while maintaining legal compliance.
Suggested Sections

1. Parties: Identification of the Assignor, Assignee, and the Company whose membership interest is being transferred

2. Background: Context of the assignment, including details of the existing membership interest and reason for transfer

3. Definitions: Definitions of key terms used throughout the agreement

4. Assignment and Consideration: Core provisions detailing the membership interest being assigned and the payment or consideration

5. Effective Date: Specification of when the assignment takes effect

6. Representations and Warranties of Assignor: Assignor's confirmations regarding ownership, authority to transfer, and absence of encumbrances

7. Representations and Warranties of Assignee: Assignee's confirmations regarding authority to accept transfer and compliance with regulations

8. Regulatory Compliance: Statements regarding compliance with Indonesian investment laws and regulations

9. Company Acknowledgment: Company's recognition and acceptance of the transfer

10. Further Assurances: Commitment to execute additional documents and take necessary actions

11. Governing Law: Specification of Indonesian law as governing law

12. Execution: Signature blocks and execution requirements under Indonesian law

Optional Sections

1. Tag-Along Rights: Include when existing members retain rights to participate in future transfers

2. Regulatory Approvals: Include when the transfer requires specific regulatory approvals

3. Tax Provisions: Include when specific tax arrangements or obligations need to be addressed

4. Non-Competition: Include when the Assignor needs to be restricted from competing

5. Confidentiality: Include when specific confidentiality obligations need to be maintained

6. Survival: Include when certain representations and warranties should survive completion

7. Dispute Resolution: Include when specific dispute resolution mechanisms are required

8. Foreign Investment Provisions: Include when the assignment involves foreign investment elements

Suggested Schedules

1. Details of Membership Interest: Detailed description of the membership interest being transferred

2. Calculation of Consideration: Breakdown of the consideration amount and payment terms

3. Company Information: Key details about the Company including registration number, address, and current ownership structure

4. Required Consents: List of third-party and regulatory consents required

5. Encumbrances: List of any existing encumbrances on the membership interest

6. Regulatory Filings: List of required regulatory filings and their status

7. Corporate Approvals: Copies of relevant corporate approvals and resolutions

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

alex.den.21@genieai.co
Relevant legal definitions













































Clauses







































Relevant Industries

Manufacturing

Technology

Real Estate

Financial Services

Mining

Agriculture

Retail

Healthcare

Transportation

Energy

Construction

Hospitality

Professional Services

Education

Telecommunications

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Corporate Development

Mergers & Acquisitions

Investment

Board of Directors

Executive Management

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Corporate Secretary

Investment Director

Managing Director

Business Development Manager

Compliance Officer

Finance Director

Board Member

Company Director

Investment Manager

Legal Director

Corporate Development Manager

Mergers & Acquisitions Manager

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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