Shareholder Written Resolution Template for Indonesia

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Key Requirements PROMPT example:

Shareholder Written Resolution

"I need a Shareholder Written Resolution for my Indonesian technology company to approve the appointment of a new Board Director and increase the authorized share capital, which needs to be completed by March 2025."

Document background
A Shareholder Written Resolution is utilized in Indonesian corporate governance when decisions need to be made by shareholders without convening a physical general meeting. This document type is particularly useful for companies with a small number of shareholders or when urgent decisions are required. Under Indonesian Law No. 40 of 2007, certain corporate actions can be approved through written resolutions, provided they meet statutory requirements and quorum thresholds. The document must clearly state the proposed resolutions, include all necessary supporting information, and obtain proper shareholder signatures. Some resolutions may require notarization, especially those involving major corporate changes. This format is widely used for routine corporate matters but may not be suitable for all types of shareholder decisions, as some matters specifically require physical meetings under Indonesian law.
Suggested Sections

1. Title and Date: Title indicating this is a Shareholder Written Resolution, including the company name and date of circulation

2. Company Details: Full legal name, registration number, and registered address of the company

3. Preamble: Statement confirming this is a written resolution under Indonesian Company Law and the company's Articles of Association

4. Proposed Resolutions: Clear statement of each resolution being proposed for shareholder approval

5. Voting Instructions: Instructions on how shareholders should indicate their approval or rejection

6. Declaration of Approval: Space for shareholders to sign and date their approval or rejection

7. Quorum Confirmation: Statement confirming the required quorum for the resolution to be valid

8. Effective Date: Statement of when the resolution becomes effective

Optional Sections

1. Background/Recitals: Include when context or explanation is needed for the proposed resolutions

2. Legal Requirements Reference: Include when specific legal provisions are being relied upon, especially for major corporate actions

3. Notarial Statement: Required when the resolution needs to be notarized under Indonesian law

4. Foreign Language Version: Include when there are foreign shareholders requiring a dual-language version

5. Proxy Authorization: Include when shareholders may vote through authorized representatives

Suggested Schedules

1. List of Shareholders: Complete list of shareholders with their shareholding percentages and voting rights

2. Supporting Documents: Any relevant documents referenced in the resolution (e.g., financial statements, valuation reports)

3. Power of Attorney: Template for proxy authorization if shareholders are voting through representatives

4. Company Registry Details: Current extract from the Company Registry showing authorized signatories

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries

Banking & Finance

Manufacturing

Technology

Real Estate

Mining

Agriculture

Retail

Healthcare

Transportation & Logistics

Energy

Telecommunications

Construction

Relevant Teams

Legal

Corporate Secretariat

Compliance

Corporate Governance

Board Administration

Executive Office

Corporate Affairs

Finance

Shareholder Relations

Relevant Roles

Chief Executive Officer

Company Secretary

Corporate Lawyer

Legal Counsel

Chief Legal Officer

Board Director

Managing Director

Chief Financial Officer

Compliance Officer

Corporate Governance Officer

Legal Manager

Shareholder Relations Manager

Corporate Affairs Director

General Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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