Legal Analysis of the Validity of Transfer of Limited Liability Company Shares Without a Sale and Purchase Agreement

Abstract

This study aims to analyze: 1) The validity of the transfer of shares of a limited liability company without a sale and purchase agreement. 2) Legal protection for shareholders due to the transfer of shares without a sale and purchase agreement. This type of research is included in the scope of normative legal research. The approach method in this study is the statute approach. The type and source of data in this study are secondary data. obtained from literature studies. The analysis in this study is prescriptive. The results of the study concluded: 1). The validity of the transfer of shares of a limited liability company without a sale and purchase agreement is considered invalid and is considered null and void by law, and therefore the judge stated that the plaintiff's actions in transferring the defendant's shares were unlawful and therefore required to pay compensation as regulated in Article 1365 of the Civil Code. 2) Legal protection for shareholders due to the transfer of shares without a sale and purchase agreement, namely in case Number 163 / Pdt.G / 2014 / PN Mtr, the court decided that the transfer of shares without a sale and purchase agreement was invalid. This is an example of the use of repressive legal protection facilities to enforce the rules and provide justice to the injured party. Preventive legal protection facilities can be interpreted that the court emphasizes the importance of a sale and purchase agreement as a preventive measure to protect the rights of shareholders and ensure the validity of stock transactions. The District Court's decision in case Number 163/Pdt.G/2014/PN Mtr is a form of legal protection which in principle aims to integrate and coordinate various interests in society by limiting these interests because in a traffic of interests, protection of these interests can only be done by limiting the interests of the other party.