Director Agreement Template for Indonesia

Use a Director Agreement when appointing new directors to your Indonesian company, especially during major transitions like IPOs, mergers, or expansion plans. This agreement becomes essential before directors take on their roles and start making decisions that affect company operations and stakeholder interests.

It's particularly important when bringing in directors with specific expertise, setting up performance-based compensation, or establishing clear boundaries for decision-making authority. Many Indonesian companies implement these agreements during annual GMS meetings, when establishing joint ventures, or when upgrading corporate governance to meet OJK requirements.

• Executive Director Employment Contract: For C-suite directors with broad management authority and strategic responsibilities
• Company Director Employment Contract: Standard agreement for general board directors, covering basic duties and corporate governance
• Nominee Director Agreement: Used when appointing placeholder directors, common in Indonesian holding companies
• Medical Director Contract For Medical Spa: Specialized for healthcare facilities with specific licensing requirements
• Casting Director Agreement: Tailored for entertainment industry directors with talent selection duties

• Board of Directors: Signs and must comply with Director Agreements, taking on specified duties and responsibilities
• Company Shareholders: Approve key terms through General Meeting of Shareholders, especially regarding compensation and performance metrics
• Corporate Legal Teams: Draft and review agreements to ensure compliance with Indonesian Company Law and OJK regulations
• HR Departments: Manage implementation, maintain records, and monitor performance requirements
• External Legal Counsel: Often consulted for complex agreements or when specialized industry knowledge is needed
• Company Secretary: Ensures proper documentation and filing with relevant authorities

• Director Details: Gather full legal name, ID numbers, residential address, and professional qualifications
• Role Specifics: Define exact position, duties, reporting lines, and decision-making authority limits
• Compensation Package: Document salary, bonuses, benefits, and any performance-based incentives
• Company Information: Collect complete legal entity name, registration numbers, and authorized representatives
• Term Details: Specify appointment duration, renewal conditions, and termination procedures
• Compliance Requirements: Review OJK regulations and Indonesian Company Law provisions affecting director roles
• Document Generation: Use our platform to create a legally-sound agreement tailored to Indonesian requirements

• Party Details: Complete legal names, addresses, and registration numbers of company and director
• Appointment Terms: Position title, duration, and conditions as per Indonesian Company Law
• Duties and Powers: Specific responsibilities, authority limits, and reporting requirements
• Compensation Structure: Salary, benefits, bonuses, and performance-linked incentives
• Confidentiality Obligations: Protection of company secrets and intellectual property
• Non-Compete Provisions: Post-employment restrictions following OJK guidelines
• Termination Clauses: Grounds for ending the agreement and notice periods
• Governing Law: Explicit reference to Indonesian law and jurisdiction
• Dispute Resolution: Clear procedures for handling disagreements

A Director Agreement differs significantly from a Director Services Agreement in several key aspects under Indonesian law. While both documents govern relationships with directors, their scope and application vary considerably.

• Legal Status: Director Agreements establish the fundamental relationship between a director and company, covering core responsibilities and rights under Company Law. Director Services Agreements focus specifically on additional services beyond standard director duties.
• Scope of Authority: Director Agreements define broad corporate powers and decision-making authority. Services Agreements typically outline specific consulting or advisory services with limited scope.
• Duration and Termination: Director Agreements align with board appointments and corporate governance terms. Services Agreements often have shorter, project-based durations.
• Compensation Structure: Director Agreements include statutory benefits and board-level compensation. Services Agreements usually involve separate fee structures for specific deliverables.