The Hedge Fund Partnership Agreement serves as the foundational document for establishing and operating a hedge fund in Indonesia. It is used when investors and fund managers wish to create a regulated investment vehicle under Indonesian jurisdiction, specifically structured as a partnership. The agreement must comply with OJK regulations, particularly Regulation No. 10/POJK.04/2018 on Alternative Investment Fund Management, and addresses crucial aspects such as capital commitment structures, management rights, investment restrictions, profit distribution mechanisms, and regulatory reporting requirements. This document is essential for funds operating in Indonesia's growing alternative investment sector, providing the legal framework for both domestic and foreign investment participation while ensuring adherence to local regulatory standards.
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1. Parties: Identification of all partners, including General Partner(s) and Limited Partners
2. Background: Context of the partnership formation and its intended purpose
3. Definitions: Comprehensive definitions of terms used throughout the agreement
4. Partnership Formation: Legal establishment of the partnership, name, and registered address
5. Partnership Purpose: Specific investment objectives and permitted activities
6. Capital Contributions: Terms for initial and subsequent capital contributions
7. Partnership Interests: Classes of partnership interests and associated rights
8. Profit and Loss Allocation: Distribution waterfall and allocation methodology
9. Management Structure: Powers and duties of the General Partner and investment manager
10. Investment Guidelines: Investment strategies, restrictions, and risk management policies
11. Fees and Expenses: Management fees, performance fees, and expense allocation
12. Transfer Restrictions: Limitations on transfer of partnership interests
13. Withdrawal Rights: Terms and processes for partner withdrawals
14. Regulatory Compliance: OJK compliance requirements and reporting obligations
15. Term and Dissolution: Partnership duration and dissolution procedures
16. Representations and Warranties: Partner representations regarding eligibility and compliance
17. Confidentiality: Protection of partnership and investor information
18. Governing Law and Dispute Resolution: Choice of law and dispute resolution mechanisms
1. Side Letter Rights: Used when certain investors receive special rights or terms through side letters
2. Co-Investment Rights: Include when partners have rights to co-invest in specific opportunities
3. Seed Investor Provisions: Special terms for seed investors if applicable
4. ERISA Provisions: Required if accepting investments from US pension funds
5. Islamic Finance Compliance: Include for Sharia-compliant fund structures
6. Key Person Provisions: Include when fund performance relies on specific individuals
7. Strategic Investor Rights: Special provisions for strategic institutional investors
8. Foreign Investment Provisions: Required when accepting foreign investors under Indonesian law
1. Schedule 1: Subscription Agreement: Standard form for new partner subscriptions
2. Schedule 2: Investment Guidelines: Detailed investment policies and restrictions
3. Schedule 3: Fee Structure: Detailed calculation of management and performance fees
4. Schedule 4: Valuation Policy: Methodology for valuing fund assets
5. Schedule 5: Partner Details: List of partners and their commitments
6. Appendix A: Anti-Money Laundering Procedures: AML compliance procedures
7. Appendix B: Tax Considerations: Tax treatment and reporting requirements
8. Appendix C: Risk Factors: Detailed disclosure of investment risks
9. Appendix D: Administrative Procedures: Operational procedures for capital calls and distributions
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