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Articles Of Organization

Articles Of Organization Template for Indonesia

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Key Requirements PROMPT example:

Articles Of Organization

"I need Articles of Organization for a technology startup in Jakarta, to be established by March 2025, with three local founders and one foreign investor, focusing on software development and AI services with an initial capital of IDR 5 billion."

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Document background
Articles of Organization are required when establishing a new company (Perseroan Terbatas/PT) in Indonesia or when making fundamental changes to an existing company's structure. This document is mandated by Law No. 40 of 2007 on Limited Liability Companies and must be prepared in accordance with Indonesian legal requirements. The Articles of Organization contain essential information about the company's identity, purpose, capital structure, management framework, and operational guidelines. They serve as the primary reference for corporate governance and must be authenticated by a public notary and registered with the Ministry of Law and Human Rights. The document is particularly crucial for foreign investors as it must comply with Indonesia's investment regulations and sector-specific requirements.
Suggested Sections

1. Company Name and Logo: Official name of the company in accordance with name approval from Ministry of Law and Human Rights, and company logo if applicable

2. Company Domicile: Official address and location of the company's headquarters within Indonesian territory

3. Purpose and Objectives: Detailed description of business activities and objectives in accordance with the Indonesian Standard Industrial Classification (KBLI)

4. Capital Structure: Details of authorized capital, issued capital, and paid-up capital, including number and types of shares

5. Shares: Classes of shares, rights and obligations attached to shares, and share transfer procedures

6. Board of Directors: Composition, appointment procedure, duties, authorities, and responsibilities of the Board of Directors

7. Board of Commissioners: Composition, appointment procedure, duties, and authorities of the Board of Commissioners

8. General Meeting of Shareholders: Procedures for conducting GMS, voting rights, quorum requirements, and decision-making processes

9. Annual Reports and Distribution of Profits: Requirements for financial reporting and procedures for profit distribution

10. Duration: Period of company establishment (whether definite or indefinite)

11. Dissolution and Liquidation: Procedures and conditions for company dissolution and liquidation process

Optional Sections

1. Foreign Investment Provisions: Required when the company has foreign ownership, detailing specific requirements and restrictions

2. Shareholder Agreement Reference: Used when there are specific arrangements between shareholders that need to be referenced

3. Branch Offices: Include when the company plans to establish branch offices or representative offices

4. Special Rights Shares: Required when the company issues shares with special rights or different classes

5. Corporate Social Responsibility: Optional section detailing CSR commitments, often included for larger companies

6. Environmental Compliance: Required for companies in industries with environmental impact

7. Specific Industry Provisions: Required for regulated industries like financial services or mining

Suggested Schedules

1. Share Ownership Details: Complete list of initial shareholders and their respective shareholdings

2. Initial Board Composition: Details of first appointed Board of Directors and Board of Commissioners

3. Business Activities List: Detailed KBLI codes and descriptions of permitted business activities

4. Capital Structure Breakdown: Detailed breakdown of capital structure including share classes and values

5. Company Logo Specification: Technical specifications and usage guidelines for company logo if applicable

6. Required Licenses: List of mandatory licenses and permits for company operations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Company
Perseroan Terbatas
Articles of Organization
Board of Directors
Board of Commissioners
General Meeting of Shareholders
Shareholders
Share Capital
Authorized Capital
Issued Capital
Paid-up Capital
Business Activities
KBLI
Company Domicile
Financial Year
Annual Report
Dividend
Corporate Action
Quorum
Special Resolution
Ordinary Resolution
Company Registry
Business License
NIB
Corporate Documents
Ministry
Public Notary
Affiliate
Subsidiary
Control
Transfer of Shares
Right of First Refusal
Corporate Seal
Register of Shareholders
Special Register
Independent Commissioner
Company Secretary
Articles of Association
Deed of Establishment
Working Day
Clauses
Company Name and Identity
Company Purpose and Objectives
Company Duration
Capital Structure
Share Issuance
Share Transfer
Shareholder Rights and Obligations
General Meeting of Shareholders
Board of Directors Authority
Board of Commissioners Authority
Corporate Governance
Financial Statements
Dividend Distribution
Amendment Procedures
Dispute Resolution
Dissolution and Liquidation
Merger and Acquisition
Annual Reporting
Corporate Records
Voting Rights
Quorum Requirements
Board Meetings
Shareholder Meetings
Business Activities
Capital Contribution
Share Certificates
Reserve Funds
Corporate Domicile
Branch Establishment
Fiscal Year
Relevant Industries

Manufacturing

Technology

Retail

Financial Services

Agriculture

Mining

Construction

Healthcare

Education

Transportation

Tourism

Food and Beverage

Real Estate

Professional Services

Energy

Telecommunications

Relevant Teams

Legal

Corporate Secretariat

Compliance

Finance

Risk Management

Corporate Governance

Executive Leadership

Business Development

Investment Relations

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Corporate Secretary

Legal Counsel

Compliance Officer

Chief Financial Officer

Board Director

Commissioner

Managing Director

Company Founder

Business Development Manager

Corporate Governance Officer

Risk Management Officer

Investment Manager

Shareholder Relations Manager

Industries
Law No. 40 of 2007 on Limited Liability Companies: The primary law governing the establishment and operation of limited liability companies (PT) in Indonesia, including requirements for Articles of Organization, corporate structure, and governance
Government Regulation No. 43 of 2011: Regulates the procedures for submission and usage of company names, which is crucial for the Articles of Organization
Law No. 25 of 2007 on Investment: Provides framework for foreign and domestic investment requirements, affecting ownership structures and capital requirements in company formation
Minister of Law and Human Rights Regulation No. 4 of 2014: Details the procedures for submission and validation of company establishment deeds and amendments
Government Regulation No. 24 of 2018: Regulates the Online Single Submission (OSS) system for business licensing and company registration
Minister of Trade Regulation No. 71 of 2019: Provides guidelines on business licensing, trading permits, and company registrations
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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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