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Articles of Association lay out the core rules and procedures for running a company in Indonesia. This crucial document defines how shareholders make decisions, how directors manage daily operations, and what rights different stakeholders have within the organization. Think of it as your company's internal rulebook, working alongside the deed of establishment.

Under Indonesian Company Law No. 40/2007, every PT (Perseroan Terbatas) must have Articles of Association approved by the Ministry of Law and Human Rights. The document covers essential details like share structures, voting procedures, board meetings, and profit distribution - making it vital for both startups and established businesses operating in the Indonesian market.

Your company needs Articles of Association when establishing a new PT (Indonesian limited liability company) or updating existing company rules. This document becomes essential during key business moments: setting up your initial corporate structure, bringing in new shareholders, changing voting rights, or restructuring the board of directors.

Indonesian businesses typically prepare or modify their Articles of Association when raising capital, expanding operations, or adapting to new regulations. It's particularly crucial during mergers and acquisitions, as it defines how ownership changes hands and how new leadership takes control. Many companies also update their Articles when shifting from a private to a public company structure.

• Articles Of Association For Sole Proprietorship: Simplified version for single-owner businesses, focusing on basic operational rules and personal liability protection.
• Articles Of Association For LLC: More complex structure for multiple shareholders, detailing profit sharing, voting rights, and management responsibilities.
• Article Of Association Form: Standard template approved by Indonesian authorities, containing essential provisions required by Company Law.
• Articles Of Incorporation Of The Association: Specialized version for non-profit organizations and associations, focusing on charitable purposes and membership rules.

• Company Founders: Create and sign the Articles of Association during company establishment, setting initial rules and structures.
• Notaries: Draft and authenticate the document according to Indonesian law, ensuring compliance with PT requirements.
• Board of Directors: Follow and implement the Articles' provisions in daily operations and major corporate decisions.
• Shareholders: Vote on amendments and use the document to protect their rights and understand their obligations.
• Ministry of Law Officials: Review and approve the Articles before granting company registration.
• Corporate Lawyers: Advise on content, help with amendments, and ensure alignment with regulations.

• Basic Company Details: Gather company name, business activities, registered address, and tax ID number (NPWP).
• Ownership Structure: List all shareholders with their shareholding percentages and capital contribution amounts.
• Management Details: Define board composition, director roles, and decision-making procedures.
• Business Objectives: Specify permitted business activities aligned with Indonesian Classification of Business Fields (KBLI).
• Capital Structure: Determine authorized, issued, and paid-up capital amounts in Indonesian Rupiah.
• Meeting Rules: Outline procedures for shareholder and board meetings, including voting mechanisms.
• Document Review: Use our platform to generate a legally-sound draft, then verify details with stakeholders.

• Company Identity: Full legal name, domicile, and duration of the company's existence
• Business Purpose: Clear statement of permitted business activities under KBLI codes
• Capital Structure: Details of authorized, issued, and paid-up capital in Rupiah
• Share Provisions: Classes of shares, rights, and transfer restrictions
• Management Structure: Composition and duties of Board of Directors and Commissioners
• Meeting Procedures: Rules for GMS, quorum requirements, and voting mechanisms
• Profit Distribution: Guidelines for dividend payments and reserve funds
• Dissolution Terms: Procedures for company liquidation and asset distribution

Articles of Association often gets confused with the Memorandum of Association in Indonesian company law. While both are foundational company documents, they serve distinct purposes and contain different information.

• Core Purpose: Articles of Association detail internal governance rules and operational procedures, while the Memorandum focuses on external relationships and basic company identity.
• Content Scope: Articles cover management structure, shareholder rights, and meeting procedures. The Memorandum states company name, objectives, and capital structure.
• Legal Timing: Articles can be amended throughout company life with proper shareholder approval. The Memorandum rarely changes after initial registration.
• Regulatory Focus: Articles must comply with Indonesian Company Law No. 40/2007 regarding detailed governance. The Memorandum addresses basic incorporation requirements.