Hedge Fund Partnership Agreement Template for Indonesia

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.

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