EXPLORING : VARIOUS CHARACTERISTIC OF THE BUSINESS JUDGMENT RULE WITHIN THE LEGAL FRAMEWORKS OF DIFFERENT COUNTERIES

Abstract

Business judgment rule is a legal principle of the common law legal system that aims to provide protection to the directors in carrying out their duties as decision-makers in the company not to be legally accountable if the decision turns out to be detrimental to the company. Indonesia is trying to transplant this concept to be applied in Indonesia, which can be seen in article 97 of Law No.40 of 2007 concerning Companies, but this rule does not regulate in detail the conception of the business judgment rule, including legal remedies to prove the business judgment rule, moreover the paradigm change that occurred in the latest SOE Law in looking at the losses of SOEs, the principle of Business Judgment Rule is rapidly developing in the Common Law legal system,  Until now, the debate about the conception of Business Judgment Rule has become a debate, moreover, the characteristics of Business Judgment Rule that have developed in Indonesia are quite different from  the concept of Business Judgment Rule abroad, making this Business Judgment Rule in Indonesia limp in terms of rules and implementation. The writing of this article uses normative legal research, using primary legal sources that are authoritative, namely the Company Law, the Law on State-Owned Enterprises, the written rules of Foreign Countries, data collection techniques through literature studies. Using deductive patterns as a method of analysis by connecting major and minor premises to draw conclusions.