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Nominee Agreement For Shares
"I need a Nominee Agreement for Shares under Indonesian law where a Singapore-based corporation will act as beneficial owner, with a local Indonesian company as nominee shareholder for 1000 shares in a Jakarta-based technology startup, with the arrangement to commence from March 1, 2025."
1. Parties: Identification of the Beneficial Owner and the Nominee Shareholder, including complete legal names, registration numbers, and addresses
2. Background: Context of the nominee arrangement, including the company whose shares are subject to the agreement
3. Definitions: Key terms used throughout the agreement, including 'Shares', 'Beneficial Owner', 'Nominee', 'Company', etc.
4. Appointment of Nominee: Terms of appointment and acceptance of the nominee role
5. Declaration of Trust: Clear statement that the Nominee holds the shares in trust for the Beneficial Owner
6. Rights and Obligations of the Nominee: Detailed description of the nominee's duties, including voting rights, dividend handling, and reporting obligations
7. Rights and Obligations of the Beneficial Owner: Beneficial owner's rights to direct the nominee's actions and obligations regarding costs and indemnification
8. Consideration: Details of any fees or compensation payable to the nominee
9. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
10. Compliance with Laws: Provisions ensuring compliance with Indonesian laws and regulations
11. Confidentiality: Obligations regarding confidential information
12. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanisms
1. Share Transfer Mechanics: Detailed procedures for transferring shares when required - include when shares may need to be transferred during the agreement term
2. Power of Attorney: Specific powers granted to the nominee - include when broader powers are needed beyond standard nominee duties
3. Tax Provisions: Specific arrangements for handling tax matters - include when cross-border elements are involved
4. Change of Control: Procedures for handling change in beneficial ownership - include when dealing with corporate beneficial owners
5. Anti-Money Laundering Provisions: Additional compliance requirements - include when dealing with significant financial transactions
6. Foreign Investment Compliance: Specific provisions relating to foreign investment regulations - include when foreign beneficial owners are involved
1. Schedule 1 - Share Details: Details of the shares subject to the nominee arrangement, including number, class, and nominal value
2. Schedule 2 - Company Information: Details of the company whose shares are subject to the agreement
3. Schedule 3 - Fee Schedule: Detailed breakdown of nominee fees and payment terms
4. Schedule 4 - Voting Instructions Protocol: Procedures for giving and acting on voting instructions
5. Schedule 5 - Required Notices and Forms: Templates for various notices required under the agreement
6. Appendix A - Power of Attorney: Form of power of attorney to be executed by the beneficial owner
7. Appendix B - Declaration of Trust: Form of declaration of trust to be executed by the nominee
Authors
Applicable Law
Articles of Association
Beneficial Owner
Board of Directors
Business Day
Company
Completion Date
Confidential Information
Deed of Transfer
Dividends
Effective Date
Encumbrance
Event of Default
Force Majeure
Governing Law
Indonesian Law
Initial Term
Nominee
Nominee Services
Notice
OJK
Parties
Power of Attorney
Regulatory Authority
Related Party
Relevant Documents
Securities
Share Certificate
Shareholders Meeting
Shares
Signing Date
Subsidiary
Target Company
Term
Territory
Transfer
Trust
Voting Rights
Working Days
Declaration of Trust
Share Ownership
Voting Rights
Dividend Rights
Representations and Warranties
Nominee Obligations
Beneficial Owner Rights
Powers of Attorney
Fees and Expenses
Indemnification
Confidentiality
Term and Termination
Share Transfer
Regulatory Compliance
Anti-Money Laundering
Foreign Investment
Default
Force Majeure
Notices
Assignment
Amendments
Governing Law
Dispute Resolution
Severability
Entire Agreement
Counterparts
Tax Matters
Record Keeping
Reporting Requirements
Financial Services
Investment Management
Real Estate
Manufacturing
Technology
Mining
Agriculture
Retail
Healthcare
Education
Construction
Transportation
Energy
Telecommunications
Legal
Corporate Secretariat
Compliance
Risk Management
Investment
Corporate Governance
Board of Directors
Executive Management
Business Development
Finance
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Secretary
Investment Manager
Compliance Officer
Director of Legal Affairs
Board Member
Company Director
Investment Advisor
Corporate Governance Officer
Risk Management Officer
Foreign Investment Consultant
Business Development Manager
Company Secretary
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