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Board Resolution For Issue Of Convertible Notes Template for Indonesia

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Key Requirements PROMPT example:

Board Resolution For Issue Of Convertible Notes

"I need a Board Resolution for Issue of Convertible Notes for my Indonesian technology startup to authorize the issuance of USD 5 million in convertible notes to foreign investors, with a planned closing date of March 15, 2025, including specific provisions for OJK compliance and foreign investment reporting."

Document background
A Board Resolution For Issue Of Convertible Notes is a crucial corporate document required under Indonesian law when a company seeks to raise capital through convertible debt instruments. This document is typically used when a company needs to formalize its decision to issue convertible notes, whether for expansion, working capital, or other corporate purposes. The resolution must comply with Indonesian Company Law (Law No. 40 of 2007) and OJK regulations, particularly those governing debt securities and capital markets. It contains essential details about the note issuance, including terms, conditions, conversion rights, and authorizations. The document serves multiple purposes: it demonstrates proper corporate governance, provides evidence of authority for external parties, and creates an official record of the board's deliberations and decisions regarding the convertible note issuance.
Suggested Sections

1. Title and Date: Formal title of the resolution and date of the board meeting

2. Attendance and Quorum: List of board members present and confirmation of meeting quorum requirements

3. Background: Context for the proposed convertible note issuance, including company's funding needs and strategic objectives

4. Reference to Authority: Citation of relevant provisions in the company's articles of association and applicable laws authorizing the board to issue convertible notes

5. Principal Terms of the Notes: Key terms including principal amount, interest rate, maturity date, and conversion terms

6. Conversion Rights: Detailed terms of conversion, including conversion price, timing, and mechanics

7. Board Determinations: formal determinations by the board regarding the necessity and appropriateness of the note issuance

8. Resolutions: Specific actions being approved, including issuance authorization and delegation of authority

9. Authorization of Officers: Empowerment of specific officers to execute necessary documents and take required actions

10. Certification: Formal certification of the resolution by the authorized corporate officer

Optional Sections

1. Shareholder Approval Reference: Include when shareholder approval has been obtained or is required for the note issuance

2. Foreign Investment Considerations: Required when notes are being issued to foreign investors, addressing compliance with Indonesian foreign investment regulations

3. Security and Collateral: Include when the convertible notes are to be secured by company assets

4. Use of Proceeds: Detailed breakdown of how funds will be used, include when required by investors or internal policy

5. Tax Considerations: Include when there are specific tax implications that need to be acknowledged

6. Regulatory Approvals: Required when specific regulatory approvals are needed beyond standard requirements

Suggested Schedules

1. Terms and Conditions of the Convertible Notes: Detailed terms and conditions of the convertible notes

2. Form of Note Certificate: Template of the physical or electronic note certificate to be issued

3. Conversion Calculations: Detailed methodology and examples of conversion calculations

4. List of Authorized Signatories: Names and specimens of authorized signatories for note-related documentation

5. Required Regulatory Filings: List of necessary filings with OJK and other regulatory bodies

6. Pro Forma Capitalization Table: showing impact of potential conversion on company's share capital

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

Technology

Manufacturing

Financial Services

Real Estate

Infrastructure

E-commerce

Healthcare

Renewable Energy

Transportation

Telecommunications

Mining

Agriculture

Retail

Education Technology

Digital Services

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Treasury

Corporate Governance

Investor Relations

Board Administration

Risk Management

Corporate Affairs

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Secretary

General Counsel

Board Director

Finance Director

Investment Relations Manager

Compliance Officer

Legal Counsel

Corporate Governance Officer

Treasury Manager

Financial Controller

Board Chairman

Managing Director

Company Secretary

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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