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Operating Agreement Amendment
"I need an Operating Agreement Amendment for our Indonesian manufacturing company to reflect changes in management structure, adding two new director positions and modifying the voting rights of the Board of Directors, to be effective from March 1, 2025."
1. Parties: Identification of all parties to the amendment, including their complete legal names, registration numbers, and addresses as registered in Indonesia
2. Background: Reference to the original Operating Agreement, its date, and brief context for the amendments
3. Definitions: Key terms used in the amendment, including reference to definitions in the original agreement that remain applicable
4. Amendments: Specific clauses being amended, clearly stating both the original and new versions
5. Effect of Amendments: Clarification that all other provisions of the original Operating Agreement remain in full force and effect
6. Governing Law: Confirmation of Indonesian law as governing law and jurisdiction
7. Language: Statement about the prevailing language version (as per Law No. 24 of 2009, requiring Indonesian language)
8. Execution: Signature blocks and execution requirements compliant with Indonesian law
1. Regulatory Compliance: Include when amendments affect regulated aspects of business operations or require regulatory approval
2. Shareholder Approval: Include when amendments require shareholder approval under Indonesian Company Law
3. Transitional Provisions: Include when amendments require implementation period or transitional arrangements
4. Third Party Consents: Include when amendments require consent from lenders, regulators, or other third parties
5. Tax Implications: Include when amendments have significant tax consequences that need to be addressed
6. Foreign Investment Provisions: Include when amendments affect foreign ownership or control aspects
1. Schedule A - Amended Clauses: Complete text of amended clauses in their final form
2. Schedule B - Shareholder Resolutions: Copies of relevant shareholder resolutions approving the amendments
3. Schedule C - Regulatory Approvals: Copies of any required regulatory approvals or licenses related to the amendments
4. Appendix 1 - Comparison Table: Side-by-side comparison of original and amended clauses
5. Appendix 2 - Corporate Authorizations: Evidence of corporate authorizations required for the amendment
Authors
Amendment Date
Amendment
Applicable Law
Articles of Association
Board of Commissioners
Board of Directors
Business Day
Company
Deed of Amendment
Effective Date
Existing Operating Agreement
Foreign Investment Company (PMA)
General Meeting of Shareholders
Governing Law
Indonesian Language Version
Investment Coordinating Board (BKPM)
Limited Liability Company (PT)
Local Company
Management
Material Change
Minister of Law and Human Rights
Operating Procedures
Original Agreement
Original Parties
Parent Company
Parties
Regulatory Approvals
Relevant Authority
Shareholders
Subsidiary
Transitional Period
Updated Terms
Authority and Powers
Binding Effect
Capital Contributions
Company Management
Compliance with Laws
Confidentiality
Consideration
Corporate Governance
Dispute Resolution
Entire Agreement
Force Majeure
Further Assurance
Governing Law
Implementation
Language
Management Structure
Notices
Operating Procedures
Profit Distribution
Regulatory Compliance
Relationship of Parties
Representations and Warranties
Severability
Shareholder Approval
Survival
Term and Termination
Third Party Rights
Transfer Provisions
Transitional Arrangements
Voting Rights
Waiver
Manufacturing
Technology
Mining and Resources
Agriculture
Financial Services
Retail and Consumer
Healthcare
Infrastructure
Transportation and Logistics
Energy
Telecommunications
Property and Real Estate
Legal
Operations
Corporate Secretarial
Compliance
Business Development
Management
Board of Directors
Governance
Corporate Affairs
Regulatory Affairs
Chief Executive Officer
Chief Operating Officer
Legal Director
Corporate Secretary
Operations Director
Managing Director
Compliance Officer
General Counsel
Business Development Manager
Country Manager
Legal Manager
Operations Manager
Company Director
Board Commissioner
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