Juridical Consequences of Amendments to the Articles of Association of a Limited Liability Company that are not recorded at the Ministry of Law and Human Rights In Indonesia

Abstract

Limited Liability Company is the most preferred form of economic activity business today, because in addition to its limited liability, the Limited Liability Company also makes it easy for owners (shareholders) to transfer their company (to everyone) by selling all their shares in the company, and other benefits. The Limited Liability Company Law stipulates that directors are authorized organs of the company and are fully responsible for the management of the company for the interests of the company in accordance with the aims and objectives of the company, and represent the company, both inside and outside the court in accordance with the provisions of the articles of association called directors are all directors In reality, submission of amendments to this statute may occur beyond the time period stipulated in the Limited Liability Company Law. One of them is PT. Rowinda Tiara Abadi, where the PT wants to make changes to the Articles of Association of the Limited Liability Company regarding changes in capital increment that were placed only when the Deed was to be registered at Ministry of Law and Human Rights, the previous Deed of Amendment did not exist because the previous amendment was only with a notarial deed but the amendment to the Articles of Association was not recorded by Ministry of Law and Human Rights As a result, changes in the articles of association of the PT are not recorded in Ministry of Law and Human Rights, this is a problem for the PT which subsequently wants to make amendments to the articles of association back while when wanting to register Ministry of Law and Human Rights the Deed is no longer accessible because it has passed the specified deadline. Therefore, what is the legal consequence for a limited company whose amendments to the statutes were not previously recorded and how to resolve them so that changes to the articles of association previously can be recorded again at SABH.