Company Partnership Agreement Template for Indonesia

The Company Partnership Agreement serves as a foundational document for businesses seeking to establish formal collaborative relationships in Indonesia. This agreement is essential when two or more entities decide to combine their resources, expertise, or market presence while maintaining separate legal identities. It is particularly relevant in scenarios involving joint ventures, strategic alliances, or local-foreign partnerships. The document must comply with Indonesian legal requirements, including the Civil Code, Company Law No. 40 of 2007, and investment regulations. It typically includes detailed provisions on capital structure, management control, profit sharing, and operational procedures, while addressing specific requirements for foreign investment if applicable. The agreement's importance has grown with Indonesia's increasing integration into the global economy and its appeal to both domestic and international investors.

1. Parties: Identifies all partnership parties with their full legal names, registration numbers, and registered addresses

2. Background: Explains the context and purpose of the partnership, including the business objectives and rationale for collaboration

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes rules for interpreting the document

4. Partnership Structure: Details the legal form of partnership, ownership percentages, and capital contributions of each partner

5. Business Scope and Objectives: Defines the specific business activities and goals of the partnership

6. Capital and Financial Arrangements: Specifies initial and ongoing capital contributions, profit-sharing ratios, and financial management procedures

7. Management and Control: Outlines management structure, decision-making processes, and voting rights

8. Rights and Obligations of Partners: Details the specific rights, responsibilities, and duties of each partner

9. Meetings and Resolutions: Establishes procedures for partner meetings, voting mechanisms, and resolution-passing requirements

10. Accounts and Records: Specifies requirements for financial reporting, record-keeping, and audit procedures

11. Confidentiality: Establishes obligations regarding confidential information and trade secrets

12. Non-Competition: Sets restrictions on partners' involvement in competing businesses

13. Term and Termination: Specifies the duration of the partnership and grounds for termination

14. Dispute Resolution: Establishes procedures for resolving disputes between partners

15. Governing Law: Confirms Indonesian law as governing law and specifies jurisdiction

16. General Provisions: Includes standard clauses such as notices, amendments, and severability