A Cross Purchase Agreement serves as a crucial business succession and exit planning tool in the Indonesian corporate environment. It is typically implemented when shareholders want to maintain control over company ownership and ensure a smooth transition of shares in various scenarios such as death, disability, retirement, or voluntary exit of a shareholder. The agreement operates within the framework of Indonesian corporate law, particularly Law No. 40 of 2007 on Limited Liability Companies, and includes specific provisions for share valuation, transfer procedures, and funding mechanisms. This document is essential for private companies, family businesses, and professional firms where maintaining ownership among desired parties is crucial, while ensuring compliance with Indonesian investment regulations and tax laws.
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1. Parties: Identification of all shareholders entering into the agreement
2. Background: Context of the agreement and current shareholding structure
3. Definitions: Key terms used throughout the agreement
4. Purchase Obligation: Core obligations of shareholders to purchase shares under specified circumstances
5. Triggering Events: Events that activate the purchase obligations (death, disability, retirement, etc.)
6. Purchase Price: Methods for determining the share price and valuation procedures
7. Payment Terms: Terms and conditions for payment, including timing and installment provisions
8. Funding Mechanism: Sources of funding for share purchases, including insurance provisions if applicable
9. Transfer Procedures: Process and requirements for executing share transfers
10. Representations and Warranties: Standard declarations by all parties
11. Tax Provisions: Allocation of tax responsibilities and obligations
12. Governing Law: Application of Indonesian law and jurisdiction
13. Dispute Resolution: Procedures for resolving disputes between parties
14. Notices: Communication procedures between parties
15. Term and Termination: Duration of agreement and termination provisions
1. Insurance Provisions: Detailed terms for life insurance funding - include when insurance is used to fund purchases
2. Right of First Refusal: Additional purchase rights - include when parties want extra protection against external sales
3. Tag-Along Rights: Co-sale rights - include for minority shareholder protection
4. Drag-Along Rights: Forced sale provisions - include for majority shareholder protection
5. Family Transfer Exceptions: Special provisions for family transfers - include for family businesses
6. Competition Restrictions: Non-compete and non-solicitation provisions - include when business protection is crucial
7. Foreign Investment Compliance: Special provisions for foreign shareholders - include when foreign investors are involved
1. Schedule 1 - Current Shareholding Structure: Details of existing shares and shareholders
2. Schedule 2 - Valuation Formula: Detailed methodology for share valuation
3. Schedule 3 - Transfer Notice Form: Standard form for initiating share transfers
4. Schedule 4 - Insurance Policy Details: Specifications of insurance policies if used for funding
5. Schedule 5 - Deed of Adherence: Form for new shareholders to join the agreement
6. Appendix A - Company Constitution: Copy of the company's articles of association
7. Appendix B - Shareholders' Particulars: Detailed information about each shareholder
Relevant legal definitions
Clauses
Relevant Industries
Professional Services
Manufacturing
Technology
Real Estate
Retail
Healthcare
Financial Services
Agriculture
Mining
Construction
Transportation
Education
Family Business
Small and Medium Enterprises
Relevant Teams
Legal
Corporate Secretariat
Finance
Tax
Compliance
Risk Management
Corporate Governance
Executive Leadership
Board of Directors
Shareholder Relations
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Corporate Secretary
Legal Counsel
Managing Director
Business Development Director
Shareholder Relations Manager
Risk Management Officer
Compliance Officer
Investment Manager
Board Member
Finance Director
Company Director
Tax Manager
Corporate Governance Officer
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