REASONS FOR DISSOLUTION OF LIMITED LIABILITY COMPANIES

Whereas based on the provisions of Article 146 paragraph (1) letter c of Law Number 40 of 2007 concerning Limited Liability Companies, the District Court has the authority to dissolve a company if it is proven that it is impossible to continue its existence;

Whereas a limited liability company cannot continue its existence, and its dissolution can be proposed if it is proven that the company concerned is no longer active in carrying out activities and the whereabouts of 50% of the shareholders are no longer known;

Whereas based on Article 146 of Law Number 40 of 2007 concerning Limited Liability Companies, the District Court can dissolve a company:

1. At the prosecutor’s request, based on the reason that the company violated the public interest or the company committed an act that violated the laws and regulations.
2. At the interested parties’ request, based on reasons for legal defects in the deed of establishment, and
3. At the request of the shareholders, the Board of Directors, or the Board of Commissioners, based on the company’s reasons, it is impossible to continue.

Whereas according to the Elucidation of Article 146 letter c, the fact that it is impossible to continue the existence of a company must be proven by the Petitioner, who must show that the company has not been carrying out its business activities (inactive) for 3 (three) years or more, as evidenced by a notification letter submitted to the tax agency.

è  Supreme Court Decision No. 2162 K/Pdt/2016 dated 14 November 2016.

Source: Varia Peradilan No. 391, June 2018

Best regards,

Fredrik J. Pinakunary