financialtreat – will explain about All Fully Reviewed, What is Legal Basis, Understanding Company Law! which you will find in the following article. let’s look at this article carefully!
Corporate law is a law that regulates the ins and outs of the legal form of the company. Company law is a specialty of several chapters in the Civil Code and the KUHD (codification) plus another statutory regulation governing companies (written law that has not been codified).
In accordance with the development of today’s trading world, part of company law is new legal regulations. If commercial law (KUHD) is a special law (lex specialis) to civil law (KUH Perdata) which is lex generalis in nature, so also corporate law is a special law against commercial law.
All Fully Reviewed, What is Legal Basis, Understanding Company Law!
The following can be elements of the company, namely:
1. Business entity
Business entities that carry out economic activities have certain legal forms, such as Trading Companies (PD), Firms (Fa), Limited Liability Companies (PT), Public Companies (Perum), Limited Liability Companies (Persero) and Cooperatives.
This can be known through the deed of establishment of the company drawn up in front of a notary, except for cooperatives whose deed of establishment was drawn up by the founders and ratified by cooperative officials.
2. Activities in the economic field
This activity covers the fields of industry, trade, services, financing which can be detailed as follows:
- Industry includes activities, including oil exploration and drilling, fishing, timber business, handicrafts, canned food, medicine, motor vehicles, recording and film, as well as printing and publishing.
- Trading includes activities, including buying and selling exports and imports, stock exchanges, restaurants, supermarkets, foreign exchange, and leasing.
- Services include activities, including transportation, banking, workshops, sewing clothes, consulting, and beauty.
Activities in the economic sector are carrie out continuously, meaning as a livelihood, not incidental, and not part-time jobs.
Permanent means that the activity does not change or change in a short time, but for a long period of time. The period of time is determined in the deed of establishment of the company or business license, for example 5 (five) years, 10 (ten) years, or 20 (twenty) years.
Overt means addresse to and known by the public, free to relate to other parties, recognize and justifie by the government base on the law. This explicit form can be seen from the company’s deed of establishment, company name and brand, business license, business place permit, and company registration deed.
6. Profit and or profit
The term profit or profit is an economic term that shows the surplus value (result) obtaine from the capital that is cultivate (capital gain). Every activity running a company certainly requires capital, with company capital it is expecte that profits and / or profits can be obtaine because the main goal of the company is to make a profit.
According to the provisions of Article 8 paragraph (1) of Law Number 8 of 1997 concerning Company Documents, each company is oblige to make records as referre to in Article 5 in accordance with the needs of the company.
In Article 5 it is determine that records consist of annual balance sheets, annual profit and loss calculations, accounts, daily transaction journals, or any writing containing information regarding obligations and other rights relate to the business activities of a company.
Thus, it can be conclude that the legal subject of a company can be an individual or a legal entity, the object can be a tangible object or an intangible object, and the legal relationship comes from an agreement due to an agreement or law.
The legal basis of the company is any party that creates the company’s legal rules or provisions. These parties can be the legislature that creates laws, parties who enter into agreements that create contracts, judges who decide cases that create jurisprudence, the business community that creates customs regarding companies.
Thus, company law consists of rules or provisions that are spread in legislation, contracts, jurisprudence, and customs regarding companies.
Understanding Company Law
The Company law is a law that regulates the ins and outs of the legal form of the company. Company Law is a specialty of several chapters in the Civil Code and the KUHD (Codification) plus another statutory regulation that regulates companies (written law that has not been codified).
In accordance with the development of today’s trading world, part of the Peruvian law Sahaan are legal regulations that are still new. If commercial law (KUHD) is a special law (lex specialis) to civil law (KUH Perdata) which is lex generalis in nature, so also corporate law is a special law against commercial law.
Scope of Corporate Law
With reference to the law on mandatory company registration, the company is define as “any form of business that runs every type of business that is permanent, continuous, and establishe, works and is domicile within the territory of the Indonesian state with the aim of obtaining profits and or profits” .
Starting from this definition, the scope of the company’s legal discussion includes 2 (two) main points, namely the form of business and the type of business. The whole rule of law governing the form of business and type of business is calle company law.
The form of business is a business organization or business entity that is the vehicle for driving each type of business, which is calle the legal form of the company. In English the form of business or legal form of a company is calle a company or corporation.
The legal form of a company is regulate/recognize by law, whether it is an individual, a partnership or a legal entity. The legal form of a sole proprietorship is an Autobus Company (PO) and a trading company (PD).
legal form of the company is not yet regulate in the law, but it develops according to the needs of the business community, in practice it is written in front of a notary.
The legal form of partnership companies and legal entities is regulate by law, Firms (Fa) and Limite Partnerships (CV) are regulate in the KUHD, Limite Liability Companies are regulate in law no. 40 of 2007, Cooperatives are regulate in Law no. 25 of 1992, Public Companies and Limite Liability Companies are regulate in Law no. 9 of 1969, Firm (Fa).
Limite partnership (CV) is not a legal entity, while Limite Liability Companies, Cooperatives, Public Companies (Perum) and Limite Liability Companies (Persero) are legal entities. Limite Liability Companies and Cooperatives are Private Owne Enterprises, while Public Companies (Perum) and Limite Liability Companies (Persero) are State Owne Enterprises.
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Type of business
Types of Business are various kinds of businesses in the economic field which include the industrial sector, trade sector, service sector and finance sector (financing). Business is any action, act or activity in the economic field, which is carrie out by every entrepreneur with the aim of obtaining profits and or profits.
While what is meant by entrepreneur is every individual, partnership or legal entity that runs a type of company. Thus, an activity can be calle a business in the legal sense of the company if it meets the following elements:
- in the field of economy;
- carrie out by entrepreneurs;
- the purpose of making a profit or profit.
Types of Companies
There are several types of companies that exist in Indonesia, such as sole proprietorships, non-legal entities and legal entities, each of which can be translate into other types of companies.
A sole proprietorship is a company that is owne, manage and led by a person who is fully responsible for all risks and activities of the company. There is no capital separation between personal assets and company assets.
Characteristics and Nature of Sole Proprietorship:
- Relatively easy to set up as well as disband;
- Liability is unlimited and may involve personal property;
- There are no taxes, only levies and levies;
- All the benefits are enjoye by yourself;
- It is difficult to regulate the wheels of the company, because it is self-regulate;
- The term of the business entity is not limite or for life;
- It can be transferre at any time.
- Company Not Legal Entity
- Characteristics of Companies Not Legal Entities:
- Cannot perform legal actions in a legal relationship because it is not a legal subject;
- Authority with regulatory restrictions set by law;
- Company and personal assets are not clearly separate, or in principle this business does not have its own assets;
- Has no rights and obligations;
Cannot be sued and sued in this form of business but can be done to the owner or management because they are the ones who indirectly carry out legal relations.
that’s a little explanation about company law. Hopefully this explanation can provide additional knowledge, especially for prospective law students. Be a provision for learning in class, someday.