Shareholder Register and Special Register

In Indonesia, regulations concerning Limited Liability Companies are stipulated under the Law Number 40 of 2007 on Limited Liability Companies (“Company Law”), which replacing Law Number 1 of 1995 Concerning Limited Liability Companies. Inside Company law, there are regulations of register of shareholder.

According to Article 50 paragraph (1), Companies’ Board of Directors shall make and keep a register of shareholders, which must contain at least as follows:

a. Shareholders’ names and addresses;

b. The number, serial number, and date of acquisition of shares held by shareholders and their classification in the event that more than one classification of shares has been issued.

c. The amount paid up on every share;

d. The name and address of an individual or legal entity who has a pledge over the shares or is the recipient of fiduciary security over shares and the date of acquisition of the pledge of registration of the fiduciary security;

e. Information on the shares having been paid up in other forms as contemplated in Article 34 paragraph (2).

In addition to the register of shareholders as contemplated in the Article 50 paragraph (1), according to the Article 50 paragraph (2) Companies’ Board of Directors must make and keep a special register which contains information concerning shares in the company or in other companies of member of Commissioners together with their families and the date such shares were obtained.

In the Article 50 paragraph (3) it is mentioned that changes of share ownership must also be recorded in the register of shareholders and special register contemplated in paragraphs (1) and (2) and must be made available in the Company’s domicile so that they can be seen by the shareholder.

This applies as long as the regulations of Capital Markets do not regulate otherwise, the provisions contemplated in the Article 50 paragraph (1), (3) and (4) shall also apply to Listed Companies. Then, Articles 51 of Company Law also mentions that Shareholder shall be given proof of ownership of shares for shares they own.

Sofie Widyana P.

Comments are closed.