Contracts - Drafting & Review
A contract that reads well in English is not the same as a contract that binds in Indonesia. KUHPerdata Pasal 1320 sets what makes an agreement valid, Pasal 1338 is why a valid one binds the parties as law between them, and UU 24/2009 with Perpres 63/2019 requires an Indonesian-language version where an Indonesian party is involved. This service drafts or red-lines the agreement so those points are handled before signature instead of argued after it.
What you get
- A first draft from your terms, or a red-line of the counterparty's draft with the reason for each change stated rather than implied
- Revisions carried through the negotiation rounds, not a document handed over once at the start
- A bilingual final version - Indonesian and English - with a prevailing-language clause, per UU 24/2009 and Perpres 63/2019
- Signing mechanics handled: meterai under UU 10/2020 Pasal 3(1)b jo. PMK 78/2024, and e-signature where it fits
How it runs, step by step
| Milestone | Typical time | What happens / your part |
|---|---|---|
| Intake / term sheet | 1–3 days | You give us the deal terms or the counterparty's draft |
| First draft / markup | 3–7 days | We draft or red-line |
| Negotiation rounds | ~1 week each | We revise through the negotiation |
| Bilingual finalisation | 2–4 days | Indonesian + English, with a prevailing-language clause |
| Signing | 1 day | Execution (e-sign where suitable) |
Typical total: Simple 1–2 weeks; complex 4–8 weeks
Legal basis
| Aspect | Basis |
|---|---|
| Validity and binding force of a contract | KUHPerdata Pasal 1320 & 1338 |
| Indonesian-language requirement | UU 24/2009; Perpres 63/2019 — as qualified by SEMA 3/2023 (language alone does not void a contract absent bad faith) |
| Stamp duty (meterai) | UU 10/2020 Pasal 3(1)b jo. PMK 78/2024 |
Each basis above has been verified against the primary source and filed in the firm's dossier for this service. Points still under verification are not published here.
Common questions
My contract is English-only. Does it still work?
UU 24/2009 and Perpres 63/2019 require an Indonesian-language version of an agreement involving an Indonesian party. The Nine AM decision is what made foreign parties nervous about English-only contracts; SEMA 3/2023 qualified that line, treating the absence of an Indonesian version as not automatically fatal where there is no bad faith. That is a thin thing to build a deal on. A proper bilingual version costs less than the argument about it.
Do I really need the meterai?
UU 10/2020 Pasal 3(1)b covers documents used as evidence in court, with PMK 78/2024 on the mechanics. It is inexpensive, and it is among the first things a counterparty picks at when your document is produced in a dispute. There is no good reason to leave it off.
How long does a contract take?
A simple agreement is one to two weeks. A complex one runs four to eight weeks, and most of that is negotiation rather than drafting - the counterparty sets the pace more than the firm does. Fee is fixed in the engagement letter after intake.
Honest limits
Drafting narrows the arguments available to a counterparty. It does not remove the counterparty, and no clause makes a party solvent or honest. This service covers the agreement itself: due diligence on who you are contracting with, and enforcement if they later breach, are separate services. Arbitration and forum clauses are drafted on your instructions after the trade-offs are explained; where a point turns on law that is currently unsettled, you will be told that plainly rather than reassured.
Talk to the advocate
Tell us what you are dealing with on WhatsApp. That first message is intake and a conflict check — not legal advice. Advice happens in a booked consultation: Rp2.5 million for 90 minutes, credited against your fee if you retain the firm within 30 days.
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