Articles of Association
The Articles of Association (AoA) play a crucial role in internal company management within any organisation by outlining the rights, roles, and responsibilities of stakeholders. These important documents govern the conduct of board and general meetings, the process of appointing directors, and other significant areas. While these are compulsory for guaranteed and unlimited companies, they were formerly not mandatory for businesses with share limitations.
In the context of Indonesia, the AoA are only applicable to companies that were instituted prior to January 3rd, 2016. For establishments formed after this specified date, a combined document, merging the Memorandum of Understanding and the Articles of Association, known as the Company Constitution, must be submitted.
The AoA serve as a legally binding pact between the company and its members, consequently, every member has the legal obligation to comply with its stipulations. The contents of the AoA are public information, but they can be supplemented by a private shareholders’ agreement, restricted to company members. This additional document allows crucial corporate details to maintain confidentiality.