Shareholder Purchase Agreement Template for Indonesia

1. Tag-Along Rights: Used when minority shareholders need protection to join in the sale on similar terms

2. Drag-Along Rights: Included when majority shareholders want the right to force minority shareholders to join in a sale

3. Non-Competition: Added when there's a need to restrict seller's future competitive activities

4. Regulatory Compliance: Required when the transaction needs specific regulatory approvals (e.g., foreign investment approval)

5. Tax Matters: Detailed tax provisions when complex tax implications exist

6. Employee Matters: Include when the transaction affects key employees or employment arrangements

7. Transition Services: Added when seller needs to provide post-completion operational support

8. Break Fee: Used in larger transactions to specify compensation if either party backs out

1. Details of the Shares: Comprehensive information about the shares being transferred

2. Company Information: Details of the target company including corporate information and structure

3. Warranties: Detailed warranties about the company, business, and shares

4. Encumbrances: List of any existing liens, charges, or other encumbrances on the shares

5. Required Consents: List of third-party and regulatory consents required

6. Completion Deliverables: Detailed list of documents and items to be delivered at completion

7. Disclosed Matters: Information disclosed against the warranties

8. Form of Resignation Letters: Template letters for resigning directors if applicable

9. Form of Share Transfer Forms: Template documents for executing the share transfer

10. Material Contracts: List and/or copies of key contracts affecting the transaction