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Journal articles on the topic 'Board liability'

Author: Grafiati

Published: 7 June 2025

Last updated: 2 August 2025

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1

Vutt, Andres, and Margit Vutt. "Duties and Liability of the Members of the Supervisory Board of Limited Companies in Estonia: The First Cases from the Supreme Court of Estonia." Juridica International 26 (November 13, 2017): 66. http://dx.doi.org/10.12697/ji.2017.26.07.

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Similarly to German law, Estonian company law provides two-tier management for all public limited companies. Legal regulation of the liability of members of the management board and supervisory board is the same, and therefore the question arises of whether there is any difference in liability between members of different boards. The Estonian Supreme Court recently made two decisions regarding the liability of members of the supervisory board. The main research question of the article is ‘what is the scope of the duties of the supervisory board in comparison to the duties of the management boa

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2

Sariwati, Retno. "Keikutsertaan dewan komisaris dalam pengurusan operasional perseroan terbatas." Jurnal Cakrawala Hukum 13, no. 1 (2022): 88–95. http://dx.doi.org/10.26905/idjch.v13i1.7693.

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The Board of Directors, and the Board of Commissioners. The Board of Commissioners is one of the organs in a Limited Liability Company (PT) and has a very important role. The Board of Commissioners has the duty and authority to supervise in general or specifically in accordance with the articles of association and provide advice to the board of directors as stipulated in Article 108 paragraphs (1) and (2), as well as Article 117 paragraph (1) of Law no. 40 of 2007 concerning Limited Liability Companies. The focus that will be studied in this research is the participation of the board of commis

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3

Sert, O. V. "About the liability of executive and non-executive members of the board of directors." Analytical and Comparative Jurisprudence, no. 1 (March 1, 2025): 278–86. https://doi.org/10.24144/2788-6018.2025.01.45.

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In the article there is an analysis of the basis and conditions for holding members of the board of directors legally liable, including those not formally elected to the board but who, in fact, perform the functions of this body («directors de facto»). Based on the fact that the election of board members establishes corporate relations between them and the corporation, and in the case of directors with whom an employment contract is concluded, also establishes employment relations, issues of legal application and conflicts between intersectoral norms regarding the property liability of board m

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4

Tillman, Fred A. "Commentary on Legal Liability: Organizing the Advisory Council." Family Business Review 1, no. 3 (1988): 287–88. http://dx.doi.org/10.1111/j.1741-6248.1988.00287.x.

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Although we cannot predict the outcome of uncertain legal issues, it is possible that advisory councils face less legal liability than boards of directors. The key to minimizing the risk is to keep the council separate from the board.

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5

Mohd-Sulaiman, Aiman Nariman, and Mohsin Hingun. "Liability risks in shareholders’ engagement via electronic communication and social media." International Journal of Law and Management 62, no. 6 (2020): 539–55. http://dx.doi.org/10.1108/ijlma-06-2019-0137.

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Purpose This paper aims to examine the potential liability of companies and their board members arising from the use of digital technology and social media as communication and engagement tools with investors and shareholders. Design/methodology/approach The research relies on a qualitative study using legal analysis of corporate and capital market laws as well as the outcome of legal proceedings and regulatory actions to ascertain conduct that could expose companies and boards to liability risks. Findings Social media characteristics expose unwary directors and companies to potential liabilit

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6

Syahruddin, Erwin. "Board Of Directors Accountability In Good Business Practice." Ipso Jure 1, no. 12 (2025): 1–19. https://doi.org/10.62872/wvyd3x83.

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In a Limited culpability Company (PT), where directors are frequently held responsible for their acts pertaining to the company's administration, this study examines the legal concerns surrounding the board of directors' culpability. This obligation may result in civil liability, criminal liability, or even removal from office. Finding the legal void surrounding acquit et de charge (free from liability) under Law No. 40/2007 on Limited Liability Companies (UUPT), which does not specifically govern the procedure, is the primary goal of this study. This study employs the normative technique, whi

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AKINSELURE, Oluwafemi Philip, Tajudeen John AYOOLA, and Olateju Dolapo AREGBESOLA. "Moderating Effect of Board Characteristics on the Association between Asset Liability Management and Financial Performance of Commercial Banks in Nigeria." Theoretical and Practical Research in Economic Fields 15, no. 3 (2024): 589. http://dx.doi.org/10.14505/tpref.v15.3(31).07.

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Asset liability management and consistent improvement in financial performance are the responsibility of the Board of Directors of commercial banks, yet studies on the impact of asset liability management on the financial performance of commercial banks in Sub-Saharan Africa have excluded board characteristics variable from their statistical model. This study examines the moderating effect of board characteristics and asset liability management on the financial performance of commercial banks in Nigeria. Commercial banks. It was based on secondary data, obtained from annual reports of commerci

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8

Barros, Victor, and Joaquim Miranda Sarmento. "Board Meeting Attendance and Corporate Tax Avoidance: Evidence from the UK." Business Perspectives and Research 8, no. 1 (2019): 51–66. http://dx.doi.org/10.1177/2278533719860021.

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Is corporate tax avoidance associated with board meetings and attendance? Despite the large amount of research in management and finance on the impact of boards in several firm decisions, there is very little research that associates boards with tax avoidance. In this article, we look at firms listed on the London Stock Exchange during the period 2002–2015 and analyze whether a higher frequency of board meetings in the UK is associated with lower corporate tax liability. Our findings show that board meetings and attendance rate exert opposite effects, although the frequency of meetings is asso

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9

Murray, Dennis. "What Are the Essential Features of a Liability?" Accounting Horizons 24, no. 4 (2010): 623–33. http://dx.doi.org/10.2308/acch.2010.24.4.623.

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SYNOPSIS: The Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) are in the process of jointly re-examining their conceptual frameworks. The re-examination includes assessing the definition of a liability. The Boards’ existing liability definitions include three criteria: (1) a present obligation; (2) a past transaction or event; and (3) a probable future sacrifice of economic benefits. The Boards have recently proposed that a liability be defined as “a present obligation for which the entity is the obligor” (FASB 2008c, 2). The proposed definit

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10

Lahe, Janno, and Leonid Tolstov. "Limitation of Personal Tort Liability of a Member of the Management Board of a Company - Perspective of Estonia." European Business Law Review 24, Issue 2 (2013): 243–59. http://dx.doi.org/10.54648/eulr2013012.

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According to the organic theory acts done by a member of the management board of a company are regarded as acts done by the company itself and usually the corporate veil protects the board members from the claims of third persons. As exception there is still possible a direct tortious liability of a board member to others, as it will be analysed in the article below. Authors are searching in the current work for a reasonable limit of the tort liability of a board member, from the Estonian perspective. The main bases of the tort liability, analysed in the article, are violation of a protective

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11

Nugraheni, Prasasti Dyah. "Legal Analysis of Shareholders as an Organ of The Company Viewed From Commercial Code." Law and Justice 5, no. 2 (2020): 119–33. http://dx.doi.org/10.23917/laj.v5i2.9808.

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This paper aims to explain the authority possessed by the members of Shareholders in the Articles of Association. In Articles of Association of Limited Liability Company, it contains regulations governing an operational activity that will become the purpose of Limited Liability Company. The Articles of Association have compelling and binding nature for all members of Shareholders, all members of the Board of Commissioners, and all members of the Board of Directors. Members of Shareholders are an organ owned by Limited Liability Company whose authority owned by all members of the Board of Commi

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12

Inayah, Iin. "CORPORATE CRIMINAL LIABILITY." JHR (Jurnal Hukum Replik) 8, no. 2 (2020): 89. http://dx.doi.org/10.31000/jhr.v8i2.3586.

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Abstract The evolution perspective that place person, not the only one criminal law subject, but also corporations, has ignored the principle “Universitas delinquent non potest” which has been used as a reason that corporations that commit the crime cannot be stated as perpetrators of crime, and shift into perspective that corporations can be stated as criminal law subject. Indonesia has recognized corporations as perpetrators of crime. This can be proven by the existence of corporate arrangements as perpetrators of criminal acts in various laws and regulations in Indonesia outside the Crimina

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13

Wiharjokusumo, Padriadi, and Novita Romauli Saragih. "Responsibilities of the Board of Directors in the Bankruptcy of the Limited Liability Company." JURNAL RECTUM: Tinjauan Yuridis Penanganan Tindak Pidana 2, no. 1 (2020): 66. http://dx.doi.org/10.46930/jurnalrectum.v2i1.410.

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Article 97 paragraph (1) of the Company Law requires each member of the Board of Directors to be required in good faith and full responsibility to undertake the supervision of the company for the interests and business of the company. This implies the Board of Directors is liablefor each management and representation of the company in the company’s framework in pursuing its purposes and objectives.This researchexaminesthe responsibilities of the board of Directors in the bankruptcy of the Limited Liability Company based on Law No. 40 of 2007. This research was conducted through a normative jur

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14

Johan, Suwinto. "The Function of Commissioner Based on the Principles of Good Corporate Governance." Journal of Private and Commercial Law 6, no. 1 (2022): 63–76. http://dx.doi.org/10.15294/jpcl.v6i1.36356.

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The organs and functions of a limited liability company are controlled by Company Law No. 40 of 2007 Governing Limited Liability Companies (UU PT). The tasks of executing and supervising have been distinguished. The board of directors is in charge of the company's day-to-day operations, while the board of commissioners oversees the board of directors. In reality, however, the board of commissioners participates in the board of director activities or performs board of director tasks. This study aims to analyze the functions of commissioners and how they should be carried out in compliance with

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15

Wang, Yuwei, Shang-Yin Yang, and Chia-Wei Chen. "The impact of directors’ liability insurance on board meeting attendance." Corporate Ownership and Control 19, no. 3 (2022): 92–100. http://dx.doi.org/10.22495/cocv19i3art6.

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We study the relationship between directors’ liability insurance and board meeting attendance. We find that directors’ liability insurance and board meeting attendance are positively associated. This suggests that directors’ liability insurance may actually serve a governance role because an insurer definitely has incentives to thoroughly scrutinize the insured. As a result, director’s board meeting attendance rate increases because more monitoring of directors leads to more responsible behaviors of directors. With 98,524 yearly observations at the director level and 8,968 yearly observations

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16

Ananda, Fauzan Rahmat, and Sri Widyawati. "COMPARISON OF THE IMPOSITION OF THE DOCTRINE OF PIERCING THE CORPORATE VEIL IN A LIMITED LIABILITY COMPANY BETWEEN THE BOARD OF DIRECTORS AND SHAREHOLDERS IN TERMS OF LAW NUMBER 40 OF 2007 CONCERNING LIMITED LIABILITY COMPANY." Pena Justisia: Media Komunikasi dan Kajian Hukum 23, no. 1 (2024): 679. http://dx.doi.org/10.31941/pj.v23i1.3698.

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<em>The purpose of writing this journal is to determine the comparison of the imposition of the doctrine of piercing the corporate veil in a Limited Liability Company between the Board of Directors and shareholders, with a review of Law Number 40 of 2007 concerning Limited Liability Companies (UUPT). The Doctrine of Piercing the Corporate Veil is a doctrine that has long been present in the business world, especially attached to the legal entity of Limited Liability Companies in Indonesia. UUPT as the law governing Limited Liability Companies in Indonesia has set out the rules regarding

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17

Dharsana, I. Made Pria, Indrasari Kresnadjaja, I Gusti Agung Jordi, and I Putu Lingga Dhananjaya. "RESPONSIBILITY OF THE BOARD OF DIRECTORS ON IMPLEMENTATION OF COMPANY WHEN CONFLICT WITH COMMISSIONERS." Journal Equity of Law and Governance 1, no. 2 (2021): 89–94. http://dx.doi.org/10.55637/elg.1.2.3852.89-94.

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Limited Liability Company hereinafter referred to as Company is a legal entity which is a capital partnership. It is established based on an agreement to conduct a business activities with authorized capital. This is entirely divided into shares or individual legal entities which all meet the criteria for Micro and meet the requirements set out in The Law on Limited Liability Companies and its implementing regulations (Law Number 11 of 2020 regarding Job Creation) which changes several definitions of Limited Liability Companies as regulated in Law Number 40 of 2007 (hereinafter referred to as

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18

Domenico Mosco, Gian. "AI and the Board Within Italian Corporate Law: Preliminary Notes." European Company Law 17, Issue 3 (2020): 87–96. http://dx.doi.org/10.54648/eucl2020014.

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Artificial Intelligence (hereafter: AI) is transforming our everyday life in many important respects. The corporate realm is no exception. Many corporations cannot avoid facing the variety of issues raised by the increasing importance that AI plays within firms. Can an AIbased system be appointed as a board member? Can boards delegate specific tasks to AI-based systems? What are the implications and consequences of AI-involvement when designing the corporate structure? How does the choice to resort to, or to depart from the suggestions of an AI-based system expose, eliminate, or alleviate dire

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19

Ma, Mingzhuo. "Board of Directors System of Limited Liability Companies in China: Realistic Problems and Reform Trend." BCP Social Sciences & Humanities 20 (October 18, 2022): 354–66. http://dx.doi.org/10.54691/bcpssh.v20i.2342.

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As an integral part of corporate governance, the system of the board of directors has been improved in China with the development of history. Up against in-depth China’s market-oriented reform, there are some problems in the board of directors system of the limited liability company in the Corporate Law. On the one hand, the board of directors of limited liability companies under the Positivist Jurisprudence is faced with defects, including the vague distribution of powers between shareholders and board of directors, power of the board of directors plundered by managers, and serious impact of

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20

Mishra, Diwakar Pratap, Mirza Juned Beg, and Wokabi Mwangi. "Legal Dynamics of Board of Directors Authority Post - Appointment: An Analysis of Indonesian Corporate Law." Journal of Global Economy, Business and Finance 6, no. 8 (2024): 1–5. http://dx.doi.org/10.53469/jgebf.2024.06(08).01.

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This study examines the legal criteria and processes involved in the empowerment of the Board of Directors in Indonesian Limited Liability Companies, focusing on the procedural aspects post - appointment by the General Meeting of Shareholders. It highlights the regulatory framework governing the authority of the Board of Directors and the role of the Ministry of Law and Human Rights in legitimizing this authority. The research employs a Regulatory Review Methodology and a Normative Juridical approach, analyse the Limited Liability Company Law to elucidate when a Board members authority to lega

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21

Johan, Suwinto, and Ariawan. "Sole Propriesorship and Limited Liability Company Financial Liabilites To Creditors." YURISDIKSI : Jurnal Wacana Hukum dan Sains 18, no. 3 (2022): 361–70. http://dx.doi.org/10.55173/yurisdiksi.v18i3.94.

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The government has issued the Job Creation Law. In the Job Creation Law, micro and small businesses can establish a legal entity company. This company is called a sole proprietorship. The establishment of a sole proprietorship is still difficult to distinguish from establishing a limited liability company based on the Law of the Republic of Indonesia Number 40 of 2007. One thing that becomes the attention of stakeholders is the responsibility of sole proprietorships with limited liability. Stakeholders include creditors of financial institutions. This research uses a normative judicial method.

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22

Bello, Yoel, Zulkifli Makkawaru, and Abd Haris Hamid. "KONTRAK PERSEROAN TERBATAS YANG MENGANDUNG TINDAKAN ULTRA VIRES." Indonesian Journal of Legality of Law 4, no. 1 (2021): 79–82. http://dx.doi.org/10.35965/ijlf.v4i1.357.

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Kegiatas usaha perseroan terbatas dilaksanakan oleh organ perseroan terbatas yaitu Direksi perseroan terbatas, Direksi dapat mewakili perseroan terbatas untuk melakukan kontrak dengan pihak terkait. Tindakan mewakili Perseroan Terbatas oleh Direksi harus sesuai dengan aturan sebagaiman dalam Undang-Undang No. 40 Tahun 2007 Tentang Perseroan Terbatas atau yang telah ditentukan dalam Anggaran Dasar Perseroan Terbatas. Apabilan tidakan Direksi Perseroan Terbatas melaksanakan Kontrak yang dapat merugikan Perseroan karena bertentangan dengan Undang-Undang No. 40 Tahun 2007 Tentang Perseroan Terbata

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23

AL-banna, Lina. "Legal Responsibility of Limited Liability Company’s Director." Al-Zaytoonah University of Jordan Journal for Legal Studies 3, no. 3 (2022): 195–209. http://dx.doi.org/10.15849/zujjls.221130.10.

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Abstract This study tackled legal responsibility of limited liability company’s director, by explaining the nature of limited liability company, the way of appointing its director, and defining his/her duties and powers towards the company. The key problem of the study examines the extent of the civil and penal responsibility of the Director or the board of directors towards the company. For this purpose, the study adapted both descriptive and analytical approach to analyze texts of the articles. This research concluded that, on the one hand, limited liability companies are of a mixed nature,

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Schipani, Cindy A., and George J. Siedel. "Legal Liability: The Board of Directors." Family Business Review 1, no. 3 (1988): 279–85. http://dx.doi.org/10.1111/j.1741-6248.1988.00279.x.

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25

Olbrich, Daniela. "Discretionary powers in the Austrian Private Foundation Law." Trusts & Trustees 26, no. 6 (2020): 512–18. http://dx.doi.org/10.1093/tandt/ttaa040.

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Abstract The fact that only an objective qualification of the foundation board is decisive with regard to its liability is sufficiently ruled by the Austrian Supreme Court. However, in the end the board member is left alone with the question of what is required in concrete terms. A recent decision of the Austrian Supreme Court granting the foundation’s executive board an extremely wide scope for decision-making where the foundation statute does not provide detailed guidelines came as a surprise. This article deals with the issues faced by foundation board members in avoiding liability when exe

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Kurniawan, Mr. "TANGGUNG JAWAB PEMEGANG SAHAM PERSEROAN TERBATAS MENURUT HUKUM POSITIF." Mimbar Hukum - Fakultas Hukum Universitas Gadjah Mada 26, no. 1 (2014): 72. http://dx.doi.org/10.22146/jmh.16055.

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Limited Liability Companies have completeness instrument called organ corporation which consists of General Meeting of Shareholders (GMS), the board of directors, and the board of commissioners. According to Commercial Law (KUHD), Act No. 1 of 1995 jo. Act No. 40 of 2007 on Limited Liability Companies, the principle liability of General Meeting of Shareholders (GMS) is limited on their share. But, if it is proven that, among others, there has been a mixing of the shareholder’s personal assets and the Company’s assets, so the limited liability turns into unlimited liability or personal liabilit

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Ņikiforovs, Andrejs. "Valdes locekļa atbrīvošana no atbildības ar dalībnieka lēmumu." SOCRATES. Rīgas Stradiņa universitātes Juridiskās fakultātes elektroniskais juridisko zinātnisko rakstu žurnāls / SOCRATES. Rīga Stradiņš University Faculty of Law Electronic Scientific Journal of Law 1, no. 22 (2022): 127–37. http://dx.doi.org/10.25143/socr.22.2022.1.127-137.

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The current legislation in force in the Republic of Latvia grants to any member of the board of any capital company wide powers to dispose of the company’s property. The duty to act with the care and diligence of a prudent and careful manager does not allow a CEO to act contrary to the company’s interest. However, if a member of the board has caused damage to the company, they may be released from liability by a lawful resolution of the shareholder. The current study analysed the standard of an honest and careful manager in accordance to Article 169 of the Commercial Law and the obligation to

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28

Kurniawan, Tengku Agung. "LEGAL PROTECTION OF SHAREHOLDER’S RIGHT IN OF DISSOLUTION COMPANY BASED ON LAW NUMBER 40 OF 2007 REGARDING LIMITED COMPANIES (CASE STUDY OF THE SUPREME COURT’S DECISION NUMBER 1618 K/PDT/2016)." Melayunesia Law 5, no. 2 (2021): 219. http://dx.doi.org/10.30652/ml.v5i2.7835.

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The dissolution of a limited liability company is regulated in Article 142-146 of Law Number 40 of 2007 concerning Limited Liability Companies. In the case of the Supreme Court Decision Number 1618 K/Pdt/2016 where one of the requirements for the application for the dissolution of a Limited Liability Company is to notify the tax agency that the company has been inactive for 3 (three) years or more which must be carried out by the Board of Directors. Whereas in the case of the dissolution of the company through a court order in article 146 paragraph 1 letter c it states that the district court

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Barbić, Jakša. "Odgovornost članova nadzornog odbora za štetu počinjenu dioničkom društvu." Zbornik Pravnog fakulteta u Zagrebu 72, no. 1-2 (2022): 11–80. http://dx.doi.org/10.3935/zpfz.72.12.01.

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The paper systematically elaborates on the liability of supervisory board members. Although the supervisory board members do not manage the business of the company, their role is important because they make sure that the company’s business is conducted in a way that is acceptable to all stakeholders of the company. At the same time, their responsibility is based on the same principle as the responsibility of the members of the management board who manage the company's business activities. Such responsibility stems from their fundamental obligation to undertake all their activities in the compa

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Yumanto, Bina. "MEMAHAMI KONSEP DAN SUBJEK PERTANGGUNGJAWABAN PIDANA DALAM PASAL 39A UNDANG-UNDANG NOMOR 28 TAHUN 2007 TENTANG PERUBAHAN KETIGA UNDANG-UNDANG NOMOR 6 TAHUN 1983 TENTANG KUP." Scientax 3, no. 1 (2021): 159–88. http://dx.doi.org/10.52869/st.v3i1.250.

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In various cases of tax criminal acts, the board of directors is often subject to criminal liability on the grounds of being a signatory to the Tax Return (and/or Tax Invoice) and as a corporate organ that is deemed responsible for all company policies, activities, and operations. In addition, some cases of Tax Criminal Investigation impose criminal responsibility on the board of directors based on evidence of signature in the Tax Return and consideration of the principle of vicarious liability, which is the expansion or representation of liability for compensation under Private Law. This stud

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Shinju Aisuru Siregar and Azura Tasya. "Tanggung Jawab Terbatas Pemegang Saham Atas Pailitnya Perseroan Terbatas." Birokrasi: JURNAL ILMU HUKUM DAN TATA NEGARA 1, no. 4 (2023): 332–41. http://dx.doi.org/10.55606/birokrasi.v1i4.865.

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The responsibility of shareholders, known as the piercing the corporate veil doctrine, in the bankruptcy of a limited company based on Law Number 40 of 2007 is only limited to the share capital paid by shareholders to the company. The shareholder's responsibility for the shares paid up does not apply if proven; shareholders, whether directly or indirectly, in bad faith, use the limited liability company for personal interests, shareholders who are involved in unlawful behavior use the assets of the limited liability company for personal gain, which results in the assets of the limited liabilit

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Damanik, Saka Baja Pratama. "Tanggung Jawab Direksi Atas Keputusan Bisnis yang Merugikan Pihak Ketiga dalam Hukum Perseroan Terbatas Indonesia." Wajah Hukum 8, no. 2 (2024): 575. http://dx.doi.org/10.33087/wjh.v8i2.1497.

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This research aims: to find out the responsibility of the Board of Directors for business decisions that harm third parties in Indonesian limited liability company law; The problems in this research are: what is the responsibility of the Board of Directors for business decisions that are detrimental to third parties in Indonesian limited liability company law; The research method used is the normative juridical research method and the approaches used are the Conceptual Approach and Legislative Approach.. Analysis of the legal materials used in this research was carried out using descriptive an

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Sudirman, Lu. "Application Of Acquit Et De Charge In Removal Of Liability Of The Board Of Directors Of A Limited Company." Widya Yuridika 6, no. 1 (2022): 135. http://dx.doi.org/10.31328/wy.v6i1.4000.

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The Indonesian people demand the form of a Limited Liability Company because of legal certainty in the form of limited liability, providing convenience for the owner (shareholder) to transfer his company by selling all the shares he owns in the company. Where there is a clear separation between ownership and management (power); therefore, to be able to run the company, there is management called the Company Organ, and it is divided into 3 (three) parts: the Board of Directors, the Board of Commissioners, and the General Meeting of Shareholders. The Board of Directors has dominant authority in

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Suhardiman, Daniel. "BOARD RESIGNATION IMPACT ON LIMITED LIABILITY COMPANY GOING CONCERN: ABSENCE OF PROVISIONS." Global Legal Review 3, no. 2 (2023): 73. http://dx.doi.org/10.19166/glr.v3i2.5970.

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<p>In Indonesia, matters concerning limited liability companies is mainly governed by Law Number 40 of 2007 on Limited Liability Company (Companies Law). The Companies Law regulates all aspects from the formation of company until the dissolution of company along with the legal consequences. In forming a limited liability company, a company must be formed by 2 (two) or more people. This mandatory provision creates the practice of a limited liability company with 50-50 shareholder composition, especially for private company. Structurally, a limited liability company consists of General Mee

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Aprinawati, Desti Arliani, Irvan Riski Marnoran Saragih, Hanna Mutiakasih Damanik, Lila Ines Geshia Br Ginting, and Tiara Fadillah. "Establishment of Individual Limited Liability Company." Asian Journal of Applied Business and Management 2, no. 2 (2023): 263–72. http://dx.doi.org/10.55927/ajabm.v2i2.4293.

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In the business world, many entrepreneurs choose Individual Limited Liability Companies (PT) in running their businesses. There are many reasons why entrepreneurs choose this, including because capital/shares have assets that are separate from the assets of the shareholders, shareholders have limited responsibility, there is a separation of functions between shareholders and management or directors, and the highest authority is exercised by the organs of the company, namely the General Meeting of Shareholders, the Board of Directors and the Board of Commissioners together. The research method

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Hadi, Lalu Nasrul, Zainal Asikin, and Eduardus Bayo Sili. "Limitation of the Board of Directors' Authority in the Sale of Company Assets based on the Principles of Good Corporate Governance." RESEARCH REVIEW International Journal of Multidisciplinary 9, no. 10 (2024): 138–44. http://dx.doi.org/10.31305/rrijm.2024.v09.n10.015.

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This study aims to examine and analyze the boundaries of the Board of Directors' authority when it comes to selling company assets, as well as to explore the principles of oversight in limited liability companies grounded in good corporate governance. The research follows a normative legal approach, utilizing both statutory and conceptual methods. Data sources include both primary and secondary information, with secondary data encompassing primary, secondary, and tertiary legal materials from literature. According to Law No. 40 of 2007 on Limited Liability Companies (UUPT), the Board of Direct

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Brown, Diane G. "Liability Issues and the Institutional Review Board." Clinical Research and Regulatory Affairs 12, no. 2 (1995): 111–18. http://dx.doi.org/10.3109/10601339509079581.

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Santana, Adriana ‘Ana’. "Options for a Liability Framework for Commercial Low-Earth Orbit Destinations." Air and Space Law 49, Issue 4/5 (2024): 505–34. http://dx.doi.org/10.54648/aila2024029.

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Commercial Low-Earth Orbit destinations (CLDs) are the next milestone in the development of commercial space transportation, but the legal responsibilities of spaceflight providers, personnel, and spaceflight participants (SFPs) on board are not easily discernible. This article describes the purpose and goals of CLDs; assesses current regulations enforced against private companies’ activities in space; and proposes different liability frameworks for application to CLD activity. Development of a comprehensive liability regime is crucial to promoting innovation in commercial space, while also pr

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Wijaya, Andika. "Implementation of the Doctrine of the Business Judgment Rule on Bankruptcy Law in Indonesia." Yuridika 35, no. 1 (2019): 1. http://dx.doi.org/10.20473/ydk.v35i1.12436.

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One of the mechanisms that can be taken in resolving accounts payable to a limited liability company in bankruptcy. In the case of bankruptcy due to mistakes made personally by the Board of Directors and the Board of Commissioners, they must be responsible for debts held by limited liability companies. The company law regulates the way for the Board of Directors and Board of Commissioners to avoid liability for losses suffered by the company, through the doctrine of the Business Judgment Rule (BJR). In practice, the application of the BJR doctrine in bankruptcy law is characterized by differen

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Tanaya, Velliana. "BENTUK KETERLIBATAN PEMEGANG SAHAM DALAM PERBUATAN MELAWAN HUKUM PERSEROAN TERBATAS YANG DAPAT MEMPERLUAS PERTANGGUNGJAWABANNYA." Law Review 17, no. 3 (2018): 175. http://dx.doi.org/10.19166/lr.v17i3.834.

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<p><em>Limited Liability Company is the most popular form of business entity in Indonesia because law acknowledges the principle of limited liability of its shareholders, which gives advantages for entrepreneurs running a business. Article 3 Subsection 1 Law No. 40 Year 2007 concerning Limited Liability Company stated that company’s shareholders are not personally liable for agreements made on behalf of the Company and are not liable for the Company’s losses in excess of their prospective shareholding. However, in Article 3 Subsection 2 there are some waivers of the principle, one

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Wiak, Joanna. "Liability of the members of the management board under Article 299 of the Commercial Companies Code in the event of rejection of the bankruptcy petition in relation to the company under Article 13(1) and (2) of the Bankruptcy Law – commentary on the Judgment of the District Court in Legnica of 29 February 2024, VI GC 159/23." Glosa. Prawo Gospodarcze w Orzeczeniach i Komentarzach 1 (April 11, 2025): 96–107. https://doi.org/10.17951/glosa.2025.1.96-107.

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The commented judgment of the District Court in Legnica concerns the liability of members of the management board of a limited liability company under Article 299 of the Act of 15 September 2000 – the Commercial Companies Code, in the context of the court’s rejection of the petition for the declaration of bankruptcy of the company, based on Article 13(1) and (2) of the Act of 28 February 2003 – the Bankruptcy Law. The author critically assesses the Court’s findings regarding the failure of the plaintiff to prove the existence of the conditions necessary for the liability of the management boar

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Sujana, I. Nyoman. "Board of Directors’ Responsibility for Activities of A Limited Liability which Having No Legal Entity Status." Jurnal Akta 9, no. 1 (2022): 25. http://dx.doi.org/10.30659/akta.v9i1.20442.

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The aim of this study is to find and analyzes the responsibility of Board of Directors of a Limited Liability Company (PT) operated the company and entered into legal relationship with third parties on behalf of the company when the company has not legally obtained the status of a legal entity. The focus study since business practice is always encountered with competition among entrepreneurs in the effort to gain profit in various unhealthy ways, thus it results in violations of laws and regulations. The research method was used was a normative legal study with a statutory, conceptual and anal

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NUKI, NUKI. "THE BOARD OF DIRECTORS OF A BANKRUPT COMPANY’S CIVIL LIABILITY FOR OBTAINED TAXES." Cepalo 5, no. 2 (2021): 131–40. http://dx.doi.org/10.25041/cepalo.v5no2.2364.

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Sumber Urip Sejati Utama Ltd. is a company that runs in the fertilizer industry. Technically, Sumber Urip Sejati Utama Ltd.'s board of directors purchase urea fertilizer for the factory, then sold the urea fertilizer to consumers. As a urea fertilizer distributor, Sumber Urip Sejati Utama Ltd. should fulfil tax administration obligations, such as reporting tax payments and calculations. However, Sumber Urip Sejati Ltd.’s administration is highly engineered by the company’s directors because Sumber Urip Sejati Utama Ltd. is operating even though it is declared bankrupt. The situation escalades

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Zieliński, Jakub. "COMMENTARY ON THE RESOLUTION OF THE SUPREME COURT OF 1 DECEMBER 2017, III CZP 65/17." Roczniki Administracji i Prawa 4, no. XX (2020): 289–96. http://dx.doi.org/10.5604/01.3001.0014.8443.

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The commented resolution of the Supreme Court primarily concerns the liability of management board members in the situation of company’s insolvency. The Supreme Court held that if the management board member fails to fulfil the duty to file a motion for declaration of insolvency in the situation when he became board member when company was already insolvent, he would not be able to free himself from the liability for company’s debts by proving that creditor would not be able to obtain any satisfaction of his claims even the motion was filled. The maim controversy arising from the abovesaid rul

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Hafizh Akram, Muhamad, and Nisriina Primadani Fanaro. "IMPLEMENTASI DOKTRIN BUSINESS JUDGEMENT RULE DI INDONESIA." Ganesha Law Review 1, no. 1 (2019): 77–87. http://dx.doi.org/10.23887/glr.v1i1.21.

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The Board of Directors is one of the most important organs in a Limited Liability Company. Management of the Company that carried out by the board of directors includes running business activities, controlling, and making business decisions that have an impact on a Limited Liability Company whether the decision will cause loss or profit. In making business decisions, the Board of Directors must do so in the manner of good faith, carefully, and in accordance with the aims and objectives of the Company's establishment. If the directors already made the decision the correct manner, they cannot be

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Pietrzak, Marzena. "The supervisory board as an instrument of internal corporate governance in a limited liability company." Kwartalnik Nauk o Przedsiębiorstwie 59, no. 2 (2021): 59–72. http://dx.doi.org/10.33119/knop.2021.59.2.5.

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The supervisory board is a body of authority in the company treated as the basic internal mechanism of corporate governance. The aim of this article is to indicate the importance of the corporate supervision using the example of the supervisory board as a statutory body exercising permanent supervision over the activities of a limited liability company. The study attempts to determine what powers of the aforementioned body should be extended in the articles of association and, optionally, in other corporate documents. This article has been written from a perspective of a legal-dogmatic approac

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Saari, Che Zuhaida. "Legislative Update: Malaysian Space Board Act 2022: Its Major Legal Frameworks." Asian Journal of Law and Policy 3, no. 3 (2023): 119–36. http://dx.doi.org/10.33093/ajlp.2023.9.

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Malaysian Space Board Act 2022 (Act 834) was gazetted on January 25, 2022. It is a new outer space legislation that was passed by the Malaysian Parliament. This Act is designed to regulate Malaysian outer space activities that are carried out nationally or internationally. This paper discusses the major legal frameworks of the Malaysian Space Board Act 2022. They are the establishment of the Malaysian Space Board, modes of authorisation of space activities, registration of space objects, liability and indemnification, prohibition of activities and offences, event of incident and accident, powe

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Murdalov, Deni Ruslanovich. "The concept of civil responsibility of the members of board of directors." Право и политика, no. 8 (August 2020): 1–7. http://dx.doi.org/10.7256/2454-0706.2020.8.33472.

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The object of this research is the definition of the concept of civil responsibility of the board of directors in corporations. The subject of this research is the theoretical positions of different scholars that correlated with the object in question. The author believes that the topic of responsibility of the members of board of directors requires further examination, since case law on this problematic is relatively small, and essence of the topic carries practical, rather than theoretical character. Therefore, special relevance gains definition of the concept of civil responsibility applica

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Bambang, Indra, I. Nyoman Sujana, and Putu Ayu Sriasih Wesna. "Legal Accountability of a Sole Director in Micro and Small Limited Liability Company." Journal Research of Social, Science, Economics, and Management 1, no. 8 (2022): 1048–60. http://dx.doi.org/10.36418/jrssem.v1i8.123.

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There is a need to investigate the regulation of legal accountability of a Sole Director who is also the founder of the company in a micro and small Limited Liability company based on Article 153 letter J of the Job Creation Law, because of the possibility of an ill-intentioned Director trying to protect his/her personal assets and assuming liability only for the shares he owns. Based on the aforementioned background, the problems in this study can be formulated as follow: 1. How is the accountability of a Sole Directors in a micro or small Limited Liability company regulated? and 2. What is t

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Bambang, Indra, I. Nyoman Sujana, and Putu Ayu Sriasih Wesna. "Legal Accountability of a Sole Director in Micro and Small Limited Liability Company." Journal Research of Social Science, Economics, and Management 1, no. 8 (2022): 1048–60. http://dx.doi.org/10.59141/jrssem.v1i8.123.

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There is a need to investigate the regulation of legal accountability of a Sole Director who is also the founder of the company in a micro and small Limited Liability company based on Article 153 letter J of the Job Creation Law, because of the possibility of an ill-intentioned Director trying to protect his/her personal assets and assuming liability only for the shares he owns. Based on the aforementioned background, the problems in this study can be formulated as follow: 1. How is the accountability of a Sole Directors in a micro or small Limited Liability company regulated? and 2. What is t

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