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The Restricted Stock Grant Agreement is a crucial document used by Indonesian companies to award equity compensation to key employees and executives as part of their retention and incentivization strategy. This agreement is particularly important in the context of Indonesian corporate governance, where companies must navigate specific regulatory requirements under the supervision of the Financial Services Authority (OJK). The document establishes the terms under which company shares are granted, including vesting conditions, transfer restrictions, and shareholder rights, while ensuring compliance with Indonesian Company Law, Capital Market Law, and tax regulations. It serves as both a legal instrument for implementing equity compensation and a protective measure for company interests, typically used during hiring, promotion, or as part of regular performance-based compensation programs.

1. Parties: Identification of the Company and the Grantee, including their complete legal names and addresses

2. Background: Context of the agreement, reference to any equity incentive plan, and corporate approvals obtained

3. Definitions: Key terms used throughout the agreement, including 'Restricted Stock', 'Vesting Period', 'Grant Date', etc.

4. Grant of Restricted Stock: Details of the stock grant, including number of shares, grant date, and par value

5. Vesting Schedule: Specific timeline and conditions for the vesting of restricted shares

6. Transfer Restrictions: Limitations on transfer of unvested shares and compliance with Indonesian securities laws

7. Rights as a Shareholder: Voting rights, dividend rights, and other shareholder privileges during restricted period

8. Termination of Service: Impact of employment termination on unvested shares

9. Tax Obligations: Tax responsibilities of both parties under Indonesian tax laws

10. Compliance with Laws: Adherence to Indonesian corporate, securities, and employment laws

11. Notices: Process for formal communications between parties

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

13. General Provisions: Standard clauses including amendments, entire agreement, and severability