Introduction: Individual Company is part of a legal reform which is based on efforts to empower small and medium enterprises. Individual Company are intended to empower the community's economy so ...that the leaders of individual Company need to receive protection through the business judgment rule doctrine.Purposes of the Research: This study aims to formulate a legal prescription related to the implementation of the doctrine in the conception of the business judgment rule in individual companies in terms of a progressive legal perspective.Methods of the Research: Normative law with a concept and statutory approach.Results of the Research: The relevance of the implementation of the business judgment rule doctrine for individual company can also increase the competitiveness of individual company because it can increase innovation from the leaders of individual company to be more optimal and maximal in managing individual company and not be afraid of the various risks that exist. Viewed from a progressive legal perspective, the reconstruction of the implementation of the business judgment rule doctrine for individual company can be carried out through analogical legal constructions because individual company and are generally the same in substance. In order to optimize the implementation of the business judgment rule doctrine for individual company, it is necessary to establish special rules governing guidelines and instructions in implementing the business judgment rule doctrine for individual company.
The business judgment rule is a concept of business law to provide protection for the directors and commissioners of the company regarding liability due to decisions or policies that harm the ...company. This concept is important to realize creative and innovative directors in carrying out business practices. This study aims to explore the progressive legal aspects of the business judgment rule concept. This research is a normative legal research oriented to the study of the concept of business judgment rule and the theoretical study of progressive law. The primary legal materials in this study include: the 1945 Constitution of the Republic of Indonesia, the PT Law, and the POJK on the Board of Directors and Board of Commissioners of Issuers or Public Companies. Secondary legal materials include: the results of studies and research that discusses the concept of business judgment rule and progressive law. Non-legal materials include legal dictionaries. The results of the study confirm that the essence of the concept of business judgment rule is to optimize the effectiveness and efficiency of the company. This includes providing guarantees for protection and legal certainty for directors and commissioners regarding liability for company losses that can be excluded through the concept of a business judgment rule. The implications of the business judgment rule in the perspective of progressive law can be done by revising Article 97 paragraph (5) of the Limited Liability Company Law to guarantee the limits of the business judgment rule more specifically so as to ensure legal certainty, prioritizing human values in progressive law as guiding values in reading the formulation of Article 97 paragraph (5) PT Law, as well as the role of judges in court through their decisions to develop the concept of a business judgment rule in practice.
Business judgment rule considerations were born with a background of problems where they are always blamed for losses suffered by the company, the impression that is built basically does not reflect ...the values in the company’s business operations. This research aims to analyze how is the adoption process Business Judgement Rule in Indonesian law, and how to apply Business Judgement Rule in Indonesian. This research also intended to understand the application of the Business Judgment Rule doctrine in Indonesia. This research is normative juridical research conducted through library research and analyzed by qualitative research methods on the secondary data found. The results of this study indicate that the application of the Business Judgment Rule can provide legal protection for the board of directors for business policies taken even though the business policy results in losses for the company, as long as the business decisions are made with prudence, in good faith, and in the scope of authority and responsibility.
Considering the planned amendments under the Financial Market Integrity Strengthening Act, the author first analyzes to what degree IFRS and reporting standards under the German Commercial Code grant ...managers discretion when preparing the annual and consolidated financial statements of a company. She then examines how to exercise such discretion in accordance with § 93 subsection 1 of the German Stock Corporation Act and to what extent accounting decisions are protected by the business judgment rule.
The liability of the insolvency administrator pursuant to sec. 60 InsO is a continuous subject of legal discourse. There are repeated calls for a limitation of the liability risk. This work pursues a ...new approach: the fundamentals and function of the insolvency administrator's liability are examined and, for the first time, compared with the liability of the bankruptcy trustee under U.S. bankruptcy law. Among other things, it is revealed that the bankruptcy trustee is subject to far greater court and creditor control than his German counterpart and that the principle of "concurrence of control and liability," which is essential for the comparatively strict liability under sec. 60 InsO, is not universally implemented.
The objective of this study was to hold directors accountable for company losses, the existence of business judgment rule in positive law, and the application of Business Judgment Rule as Legal ...Protection of the Board of Directors in Corruption Cases. The data obtained was presented analytically descriptively where the facts were described and later analyzed based on the laws and rules applicable in Indonesia as well as the theories. The accountability of the directors of State-Owned Enterprises for the company’s losses could be classified as acts that harm the state’s finances that include administrative, civil, and criminal responsibilities. The existence of business judgment rule doctrine in positive law had been regulated in Article 97 paragraph (5) of Law Number 40 of 2007 concerning Limited Liability Companies but had not been regulated technically related to the procedures for its application. The application of the business judgment rule doctrine as the protection of directors of State-Owned Enterprises in corruption cases should be used as material for consideration related to the removal of the defendant’s fault.
Bonus Takeaway: "Mission critical risks" are not required for Red flag Caremark claims and they are an example of-not the standard for- evaluating breaches in information systems claims.1 Following ...Vice Chancellor J. Travis Laster's January 26, 2023 McDonald's Opinion providing that corporate officers owe the same duty of oversight as corporate directors ("McDonald's I'),2 the director defendants moved to dismiss the remaining claims for breach of oversight, waste, and other fiduciary duties under Court of Chancery Rule 12(b)(6). ...waste claims are subject to the business judgment rule analysis and are a "means of pleading that a director acted in bad faith." The plaintiffs did not plead facts showing a conscious disregard of red flags or rationally inconceivable decisions to remedy the rampant sexual misconduct at McDonald's, and thus the court granted the motion to dismiss. 1 Vice Chancellor Laster addressed the recent trend of litigants focusing on mission critical risks as a "talismanic" requirement for Caremark claims.
PDF
