The Equity Grant Agreement serves as a crucial legal instrument for Indonesian companies looking to offer ownership interests to key personnel or service providers. This document type is commonly used when companies wish to align interests with employees or contractors through equity participation, subject to Indonesian corporate law requirements. The agreement must comply with Law No. 40 of 2007 on Limited Liability Companies and relevant OJK regulations, particularly when involving public companies. It typically includes detailed vesting schedules, performance conditions, and regulatory compliance requirements specific to Indonesian jurisdiction. The document becomes especially important in startups and growing companies where equity compensation is a key retention tool, and must address both local and, where applicable, international regulatory requirements for equity transfers.
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1. Parties: Identification of the company making the grant and the recipient of the equity
2. Background: Context of the equity grant, including reference to any relevant board resolutions or shareholder approvals
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of Equity: Details of the equity being granted, including number of shares, class of shares, and nominal value
5. Vesting Schedule: Timeline and conditions for the vesting of the equity grant
6. Rights and Restrictions: Rights attached to the shares and any restrictions on transfer or sale
7. Tax Obligations: Responsibilities for tax payments and reporting related to the equity grant
8. Compliance with Laws: Provisions ensuring compliance with Indonesian company law and securities regulations
9. Termination: Circumstances under which the agreement may be terminated and consequences
10. Confidentiality: Obligations regarding confidential information
11. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes
12. General Provisions: Standard boilerplate provisions including notices, amendments, and entire agreement
1. Performance Conditions: Additional conditions tied to company or individual performance metrics that affect vesting
2. Employment Relationship: Required when the equity grant is tied to employment terms and conditions
3. Foreign Investment Provisions: Required when the recipient is a foreign national, addressing compliance with Indonesian foreign investment laws
4. Change of Control: Provisions dealing with what happens to unvested equity in case of company sale or merger
5. Shareholder Rights: Detailed section on voting rights, dividend rights, and other shareholder privileges if applicable
6. Lock-up Period: Restrictions on sale of shares for a specified period, often required for public companies
7. Clawback Provisions: Conditions under which the company can reclaim vested equity, usually in cases of misconduct
1. Schedule 1 - Vesting Schedule: Detailed breakdown of vesting dates and quantities
2. Schedule 2 - Share Details: Detailed information about the shares including class rights and restrictions
3. Schedule 3 - Corporate Approvals: Copies of relevant board resolutions and shareholder approvals
4. Schedule 4 - Tax Calculations: Breakdown of tax implications and calculations
5. Appendix A - Share Certificate Form: Template of the share certificate to be issued
6. Appendix B - Deed of Adherence: Form of deed to be signed by the recipient agreeing to company's articles of association
7. Appendix C - Regulatory Filings: Forms and documents required for regulatory compliance
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