PERLINDUNGAN HUKUM TERHADAP PEMEGANG SAHAM DALAM PENJUALAN ASET PERSEROAN BERDASARKAN PASAL 102 AYAT (4) UNDANG-UNDANG NOMOR 40 TAHUN 2007 TENTANG PERSEROAN TERBATAS

Abstract

this study aims to discribe forms of legal protection of shareholders in the company's asset sales in excess of 50% (fifty percent) of the amount of the net worth of the company without the approval of the General Meeting Of Shareholders under article 102 paragraph 4 of Act No. 40 of 2007 concerning limited liability companies as well as to know what kind of Board of Directors responsibility.The study method uses normative juridical with legislation approach. Law No. 40 of 2007 concerning Limited Liability Company provides legal protection by freeing shareholders from personal responsibility for commitments made on behalf of the Company and is not liable for losses of the Company in excess of its shares. Then the responsibility of the board of directors in running its stewardship must be based on in good faith and full of responsibility because the directors hold the fiduciary duty of the company. If the board of directors is negligent in their duties, directors may be subject to piercing the corporate viel of personal liability to personal property of the board of directors for loss received by the company, shareholders or third parties. It is used to protect the interests of the holder or the offending third party for the arbitrary or improper conduct of the board of directors conducted on behalf of the company.