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Stock Buy Back Agreement
"I need a Stock Buy Back Agreement for our publicly listed manufacturing company in Indonesia to repurchase up to 10% of our shares through the IDX, with the buyback program planned to commence in March 2025."
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1. Parties: Identification of the company and the selling shareholder(s)
2. Background: Context of the buyback, including company status and reason for the share repurchase
3. Definitions: Key terms used throughout the agreement
4. Share Details: Description of shares being repurchased, including class, number, and percentage of total issued capital
5. Purchase Price: Agreed price per share and total consideration, including payment terms and mechanisms
6. Conditions Precedent: Prerequisites that must be fulfilled before the buyback can proceed
7. Completion Mechanics: Process and timeline for executing the buyback transaction
8. Representations and Warranties: Statements of fact and assurances from both parties
9. Regulatory Compliance: Commitments to comply with Indonesian company law and OJK regulations
10. Tax Provisions: Treatment of taxes arising from the transaction
11. Confidentiality: Obligations regarding non-disclosure of transaction details
12. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and relevant jurisdiction
13. General Provisions: Standard clauses including notices, amendments, and severability
1. Shareholder Approval: Required when the buyback needs specific shareholder approval beyond standard board authorization
2. Market Purchase Mechanism: Included for public companies conducting buybacks through the stock exchange
3. Staging and Tranches: Used when the buyback is to be conducted in multiple phases
4. Foreign Investment Compliance: Required when the selling shareholder is a foreign entity
5. Authority Approvals: Needed when specific regulatory approvals are required beyond standard OJK notifications
6. Share Retention Requirements: Included when there are restrictions on remaining shareholders' ability to sell shares
7. Anti-dilution Provisions: Used when protecting remaining shareholders from dilution post-buyback
1. Share Details Schedule: Detailed breakdown of shares being repurchased, including share certificates
2. Corporate Authorizations: Copies of board resolutions and shareholder approvals
3. Completion Checklist: List of documents and actions required for completion
4. Form of Transfer Instruments: Template documents for executing the share transfer
5. Regulatory Filings: Copies of required OJK notifications and other regulatory submissions
6. Calculation of Purchase Price: Detailed methodology and calculations for share valuation
7. Payment Instructions: Bank account details and payment procedures
Authors
Applicable Law
Board of Directors
Business Day
Closing
Closing Date
Company
Completion
Conditions Precedent
Consideration
Corporate Authorizations
Effective Date
Encumbrance
Financial Year
General Meeting of Shareholders
Governmental Authority
IDX
IDX Trading Rules
Indonesian Law
Loss
Material Adverse Change
OJK
OJK Regulations
Party/Parties
Purchase Price
Purchased Shares
Register of Shareholders
Regulatory Approvals
Remaining Shares
Sale Shares
Securities Account
Selling Shareholder
Share Certificates
Share Registrar
Shares
Signing Date
Stock Exchange
Transaction Documents
Transfer
Valuation Report
Working Capital
Sale and Purchase
Purchase Price
Payment Terms
Conditions Precedent
Completion
Pre-Completion Obligations
Post-Completion Obligations
Representations and Warranties
Company Representations
Seller Representations
Regulatory Compliance
OJK Requirements
Stock Exchange Requirements
Tax Matters
Confidentiality
Announcements
Corporate Approvals
Share Transfer Mechanics
Settlement
Capital Structure
Due Diligence
Indemnification
Force Majeure
Termination
Notices
Assignment
Amendment
Waiver
Severability
Costs and Expenses
Further Assurance
Entire Agreement
Counterparts
Governing Law
Dispute Resolution
Banking & Financial Services
Manufacturing
Technology
Real Estate
Consumer Goods
Energy & Resources
Telecommunications
Healthcare
Retail
Infrastructure
Mining
Agriculture
Legal
Finance
Corporate Secretariat
Treasury
Investor Relations
Compliance
Risk Management
Board Secretariat
Corporate Actions
Corporate Communications
Chief Executive Officer
Chief Financial Officer
Corporate Secretary
Legal Director
Finance Director
Treasury Manager
Investment Relations Manager
Compliance Officer
Board Director
General Counsel
Financial Controller
Corporate Actions Manager
Risk Management Officer
Company Secretary
Find the exact document you need
Stock Buy Back Agreement
An Indonesian law-governed agreement documenting terms and conditions for a company's repurchase of its own shares, complying with Indonesian company law and OJK regulations.
Preliminary Share Purchase Agreement
An Indonesian law-governed preliminary agreement outlining key terms for a proposed share acquisition, serving as framework for final negotiations.
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