Lina Husnul Khairiyyah, . (2025) KEPASTIAN HUKUM BUSINESS JUDGMENT RULE DALAM MEMBERIKAN PERLINDUNGAN HUKUM BAGI DIREKSI PERSEROAN. Jurnal USM Law Review (JULR), 8 (3). pp. 2038-2055. ISSN 2621-4105
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Abstract
This study aims to examine legal certainty and the accountability of directors in making business decisions through the application of the Business Judgment Rule (BJR) doctrine. The background of this research stems from the high risk of criminalization against directors who act in a business capacity, even though they have acted in good faith. The urgency of this research lies in the need for legal certainty that can provide protection for directors so that they remain bold in making strategic decisions without fear of legal threats. This study uses a normative juridical method with a case approach, namely Decision No. 12/Pid.Sus-TPK/2024/PN Jkt.Pst related to LNG procurement by Pertamina. The results of the analysis show that the BJR doctrine has the potential to provide legal protection for directors, as long as business decisions are made in good faith, with due care, and without conflicts of interest. However, this protection is conditional because it can still be set aside in the event of a violation of the principles of GCG and fiduciary duty. In Decision No. 12/Pid.Sus-TPK/2024/PN Jkt.Pst, BJR's defense was rejected due to procedural violations, such as the absence of approval from the Board of Commissioners and the General Meeting of Shareholders, as well as the absence of adequate risk assessment and technical analysis. The novelty of this study lies in its normative analysis of the application of BJR in criminal cases involving state-owned enterprises, which has not been widely studied in Indonesian legal literature. The consistent application of GCG and fiduciary duty principles is key to achieving legal certainty and protecting directors from future legal risks.
| Item Type: | Article |
|---|---|
| Additional Information: | [No. Panggi : 2210611440] [Pembimbing : Heru Sugiyono] [Penguji 1 : Irsyaf Marsal] Penguji 2 : Ema Nurkhaerani |
| Uncontrolled Keywords: | Business Judgment Rule; Fiduciary Duty; Good Corporate Governance; Legal Certainty |
| Subjects: | K Law > K Law (General) |
| Divisions: | Fakultas Hukum > Program Studi Hukum (S1) |
| Depositing User: | LINA HUSNUL KHAIRIYYAH |
| Date Deposited: | 26 Mar 2026 07:22 |
| Last Modified: | 26 Mar 2026 07:22 |
| URI: | http://repository.upnvj.ac.id/id/eprint/41984 |
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