Tanggung Jawab Direksi Pada Akuisisi Dalam Perspektif Hukum Perusahaan di Indonesia

Abstract

In the modern era, we are familiar with the concept of a company with legal status is referred to as a corporation. A corporation is regarded as a legal entity with an independent legal personality, separate from its management. The corporate structure consists of the Board of Directors, the General Meeting of Shareholders (GMS), and the Board of Commissioners. The Board of Directors is responsible for managing the corporation with good faith and full accountability. The issue examined in this study concerns the forms of responsibility of the Board of Directors in carrying out corporate acquisitions and the interpretation of the concept of good faith as regulated under the Limited Liability Company Law. This research employs a normative juridical method with statutory and conceptual approaches, through the review of primary, secondary, and tertiary legal materials. The study shows that the Board of Directors can be held liable criminally, civilly, or administratively for acquisition actions carried out without being based on good faith.