scholarly journals KONSEP DAN MANFAAT PENGATURAN SAHAM TANPA NILAI NOMINAL DALAM PASAR MODAL INDONESIA

2014 ◽  
Vol 14 (2) ◽  
Author(s):  
Ida Kariahenta Silalahi ◽  
Nur Sayidah
Keyword(s):  
Capital Market ◽  
Market Price ◽  
Company Law ◽  
Legal Issue ◽  
Corporate Action ◽  
Rights Issue

The purpose of this research is to find out the concept and benefit of regulation of no par value shares in Indonesian Capital Market. The legal issue of this research is the philosophical meaning of no par value shares as stipulated in Article 31 subsection (2) of Company Law 2007. Ontologically, regulation of no par value shares is one of alternatives to solve the crisis of capital market. Etiologically, the regulation will give the value of benefits in term of providing easiness to perform corporate action, simplification of accounting, no distinction between issued shares and outstanding shares, the shares price is not determined by the nominal price but the market price, it remains to be traded, the company may still do a rights issue to obtain fresh funds even during crisis and they can use mandatory and optional system.Keywords: regulation, no par value shares, capital market.

Rencana Aksi Korporasi private placement yang Dilakukan oleh PT. SLJ GLOBAL, Tbk. terhadap CARRIEDO Limited

2020 ◽  
Vol 2 (2) ◽  
pp. 215
Author(s):  
Arvi Alvianda
Keyword(s):  
Development Strategy ◽  
Research Method ◽  
Business Development ◽  
Public Companies ◽  
Share Ownership ◽  
Private Placement ◽  
Corporate Action ◽  
Percentage Share ◽  
Rights Issue ◽  
Debt Payment

One of the most important elements in the framework of the business development strategy of public companies (issuers) is the addition of capital. The addition of capital can be done in two ways, namely Capital Increase by providing Pre-emptive Rights and Capital Additions without Giving Pre-emptive Rights. Providing Rights is the same as Rights Issue, while without giving Rights can be equated with Private Placement. However, generally people are more familiar with calling private placement with the term Right Issue without Preemptive Rights. Arrangements regarding Preemptive Rights are regulated in POJK No.32/POJK.04/2015 concerning Addition of Company Capital By Providing Pre-emptive Rights, while without providing Preemptive Rights is regulated in POJK No.38/POJK.04/2014 concerning Capital Increase of Public Companies without Giving Pre-emptive Rights. The research method is used a normative juridical method. The research specifications are used descriptive-analytical. From the results of the study it can be concluded that the Capital Increase without Giving Preemptive Rights is carried out by PT. SLJ GLOBAL Tbk, by issuing new shares to creditors as a form of debt payment is one of the best ways for the Company. This method proved to be able to reduce debt and increase the paid up capital of the Company, as well as making the Creditor as a new shareholder. However, corporate action through the issuance of new shares without giving HMETD, so that there are additional new investors, resulting in a percentage share ownership of each of the existing shareholders has decreased. (Dilution).

scholarly journals Market reaction to the rights issue announcement on the Indonesia stock exchange

2019 ◽  
Vol 6 (6) ◽  
pp. 264-269
Author(s):  
Ni Putu Linsia Dewi ◽  
Ica Rika Candraningrat
Keyword(s):  
Capital Market ◽  
Abnormal Return ◽  
Stock Exchange ◽  
Statistical Tests ◽  
Abnormal Returns ◽  
Analysis Technique ◽  
Before And After ◽  
Parametric Statistical Test ◽  
The Right ◽  
Rights Issue

Rights issue or the issuance of pre-emptive rights are the rights granted by an issuer company made to its existing shareholders to buy new shares issued within a predetermined period of time. This study aims to empirically explain the differences in abnormal returns before and after the announcement of the rights issue and to determine the form of capital market efficiency in Indonesia. Data are collected from 27 listed companies in the Indonesia Stock Exchange (IDX) that conducted a rights issue in 2014-2018. The data analysis technique used is the Kolmogorov-Smirnov Normality Test and the Parametric Statistical Test with a paired sample t-test. Based on the results of hypothesis testing not found differences in abnormal returns both before and after the announcement date indicating the market does not react to the right issue event. The results of statistical tests show a downward trend of abnormal return which is proxied in the Cumulative Abnormal Return (CAR), implying a market tends to react negatively to the announcement of the rights issue. Rights issue information causes a new equilibrium price adjustment in the market, thus making the form of efficiency of the Indonesian capital market a semi-strong form.

scholarly journals Testing Strong Form Market Efficiency of Jordanian Capital Market: Performance Appraisal of Mutual Funds a comparable study case with Saudi Arabia

2020 ◽  
Vol 16 (2) ◽  
pp. 3-15
Author(s):  
Mazen Bustanji
Keyword(s):  
Saudi Arabia ◽  
Performance Appraisal ◽  
Mutual Funds ◽  
Capital Market ◽  
Stock Exchange ◽  
Market Price ◽  
Strong Form ◽  
Monthly Data ◽  
Amman Stock Exchange ◽  
Modelling Techniques

This paper analyses the strong-form efficiency of the capital market in Jordan by evaluating the performance of mutual funds over the period from 2011 to 2016, and compare it with the situation in Saudi Arabia using the Jensen modelling techniques. These tests were applied on monthly data. Results from the study show that there is no evidence of the strong-form of efficiency in either the Amman Stock Exchange or in the Saudi Arabia capital market. Therefore, investors in the Amman Stock Exchange and Saudi Arabia capital market cannot predict stocks prices or returns in the short term; with regard to firms, it suggests that the securities of firms cannot outperform the market and present market price is to a certain extent a true reflection of the present situation of their securities, in addition there is lack number availability of the mutual funds in Jordan.

scholarly journals CORPORATE CONTROL TRANSACTION IN ACQUISITION UNDER THE INDONESIAN LAW

2017 ◽  
Vol 39 (3) ◽  
pp. 326
Author(s):  
David Kairupan
Keyword(s):  
Capital Market ◽  
Corporate Control ◽  
Company Law ◽  
Corporate Legislation ◽  
A Company

Acquisition has been extensively regulated in the Indonesian Company Law and various implementing regulations. In general acquisition denotes a purchase of all or substantial shares of a company resulting in transfer of control of the company. However, the regulatory concept of share purchase transaction in acquisition has developed into the concept of corporatecontrol transaction. This paper observes to what extent the Indonesian corporate legislation regulates the corporate control transaction, in particular in the securities or capital market regulations.

scholarly journals PERAN NOTARIS DALAM MENCEGAH KETERLAMBATAN PELAPORAN MERGER PADA REZIM PERSAINGAN USAHA [THE ROLE OF NOTARIES IN PREVENTING DELAYS IN REPORTING MERGERS IN BUSINESS COMPETITION REGIONS]

2021 ◽  
Vol 1 (1) ◽  
pp. 69
Author(s):  
Lita Paromita Siregar
Keyword(s):  
Human Rights ◽  
Private Information ◽  
Competition Law ◽  
Company Law ◽  
Warning Letter ◽  
Corporate Action ◽  
Wide Range ◽  
Bahasa Indonesia

<em>In accordance with Law Number 5 of 1999 concerning Competition Law, every corporate action that causes monopoly must be notified to the Business Competition Supervisory Commission (KPPU) in less than 30 (thirty) days. However, not all entrepreneurs are aware of this provision. As consequence of the delay, entrepreneurs are potentially subject to wide range of sanctions starting from warning letter, fines, to the worst scenario which is the cancellation of the corporate action. Law Number 40 of 2007 concerning Company Law governs that all corporate action including mergers, acquisition and consolidation should be drawn in form of notarial deed and the Notary has an access to report such action to the Minister of Law and Human Rights if necessary. While the entrepreneurs appear before the Notary to make merger, acquisition or consolidation deed, the Notary may advise the entrepreneurs to notify KPPU if such merger is potentially fulfill certain condition under Law No.5 of 1999. However, Notary must also be aware that his role is limited by his responsibility to keep private information disclosed by the party before him. In connection with those conditions, this research provides elaboration on how Notary should take a role in merger action and his limitation in it.</em><p><strong>BAHASA INDONESIA ABSTRACT: </strong>Undang-Undang Nomor 5 Tahun 1999 tentang Persaingan Usaha mengatur bahwa dalam hal terjadi aksi korporasi yang menyebabkan monopoli, maka pelaku usaha wajib untuk memberikan pemberitahuan atas peristiwa tersebut dalam jangka waktu 30 (tiga puluh) hari kepada Komisi Pengawas Persaingan Usaha (KPPU). Akan tetapi, tidak semua pelaku usaha memahami ketentuan ini. Oleh sebab itu, pada beberapa kasus pelaku usaha dikenai sanksi yang bervariasi, mulai dari surat teguran, denda dalam jumlah besar, hingga pembatalan<em> </em>aksi korporasi tersebut. Sehubungan dengan kondisi ini, Undang-Undang Nomor 40 Tahun 2007 tentang Perseroan Terbatas mengatur bahwa setiap aksi korporasi yang meliputi penggabungan, peleburan dan pengambilalihan akuisisi harus dituangkan persetujuannya oleh para pemegang saham dalam suatu akta notariil dan dilaporkan oleh Notaris kepada Menteri Hukum dan Hak Asasi Manusia apabila diperlukan. Sehubungan dengan pengaturan tersebut, maka setiap kali para pelaku usaha hadir di hadapan Notaris untuk membuat akta<em> </em>atas aksi korporasi, Notaris dapat mengambil peran untuk mencegah terjadinya keterlambatan pemberitahuan tersebut melalui pemberian penyuluhan kepada para penghadap. Akan tetapi, Notaris juga harus tahu bahwa perannya tersebut juga terbatas pada kewajibannya untuk menjaga informasi dari para pihak yang menghadapnya. Berkaitan dengan hal tersebut, penelitian ini mencoba untuk mengelaborasi peran Notaris dalam mencegah keterlambatan pemberitahuan tersebut sejauh mana peran yang dapat diambil Notaris sehubungan dengan hal tersebut.</p>

scholarly journals Rights issues, private benefits and negative-NPV investments

2008 ◽  
Vol 6 (2) ◽  
pp. 238-245
Author(s):  
Michele Meoli ◽  
Stefano Paleari ◽  
Giovanni Urga
Keyword(s):  
Listed Company ◽  
Market Price ◽  
Legal Framework ◽  
Private Benefits ◽  
Controlling Shareholder ◽  
Equity Issues ◽  
Abuse Of Power ◽  
Controlling Shareholders ◽  
Rights Issue ◽  
Rights Issues

This paper discusses the use of rights issues when interest conflicts between controlling shareholders and minorities exist, due to the existence of private benefits that the former can extract from the value of listed company. While the literature considers the issue of pre-emptive rights as an essential tool to protect minorities from expropriation, we propose that pre-emptive rights are used to enforce the subscription of seasoned equity issues. We define an abuse condition as the case when a controlling shareholder choose discretionally an issuing price, granting a discount with respect to the market price, and "enforce" minorities to undertake a negative-NPV investment. Minorities do so because they are minimizing an exit cost that is greater than zero. As the rights issue never fails under these conditions, we define this phenomenon as "enforced subscription". This model fits the Italian legal framework and many other international contexts where rights issues are dominant. We report the case of Alitalia’s rights issue in 2005 as a typical example of "enforcement at work". As rights issues at a high discount often involve an abuse of power by the controlling shareholders, we argue that their use should be carefully regulated.

Comparative Company Law

2019 ◽  
pp. 1136-1167 ◽  
Author(s):  
Klaus J. Hopt
Keyword(s):  
Corporate Governance ◽  
19Th Century ◽  
Capital Market ◽  
Self Regulation ◽  
Company Law ◽  
Future Research ◽  
International Code ◽  
European Company Law ◽  
The 19Th Century ◽  
Economic Considerations

Comparative company law starts with the rise of the modern company in the first half of the 19th century. Ever since the need for looking across the border was felt by legislators, lawyers, academics, judges and regulators. Most recently there has been a renewed interest in comparative company law, partly because of the emergence of European company law and partly because the corporate governance movement has sharpened the sense of competition with other countries. Comparative company law follows the close relations of company, capital market and banking law that exist today, in particular after the financial crisis. Comparative company law must also take notice of company self-regulation and the international code movement and is more and more influenced by economic considerations. The chapter concludes with perspectives for future research.

scholarly journals PENGATURAN KOMPETENSI KOMISARIS INDEPENDEN DALAM MEWUJUDKAN GOOD CORPORATE GOVERNANCE

2017 ◽  
Vol 6 (4) ◽  
pp. 417
Author(s):  
Ni Komang Putri Rahayu
Keyword(s):  
Corporate Governance ◽  
Capital Market ◽  
Research Method ◽  
Code Of Conduct ◽  
Limited Liability ◽  
Core Competency ◽  
Company Law ◽  
Limited Liability Company ◽  
Conceptual Approach ◽  
Good Corporate Governance

The objective of the research is to reveal the Competence of Independent Commissioners in realizing Good Corporate Governance. The research method used is normative juridical research method with conceptual approach, legislation and case approach. The result of the research shows that the Independent Competence of Independent Commissioners in achieving Good Corporate Governance means that the regulation of the competence and integrity requirements of independent commissioners in Good Corporate Governance, especially the competency requirements are regulated in Limited Liability Company Law and Capital Market Law which regulates core business competence and core competency behavior. Meanwhile, the integrity of an independent commissioner is regulated in a code of conduct that an independent commissioner must adhere to. Tujuan penelitian untuk mengetahui pengaturan Kompetensi Komisaris Independen dalam mewujudkan Good Corporate Governance. Metode penelitian yang digunakan adalah metode penelitian yuridis normatif dengan pendekatan-pendekatan konseptual, perundang-undangan dan pendekatan kasus. Hasil penelitian menunjukkan pengaturan Kompetensi Komisaris Independen dalam mewujudkan Good Corporate Governance dimaksudkan bahwa pengaturan syarat kompetensi dan integritas komisaris independen dalam Good Corporate Governance khususnya syarat kompetensi diatur dalam Undang-Undang Perseroan Terbatas dan Undang-Undang Pasar Modal yang mengatur mengenai kompetensi inti bisnis dan kompetensi inti perilaku. Sementara itu, untuk integritas komisaris independen diatur dalam code of conduct (pedoman perilaku) yang harus dipatuhi oleh komisaris independen.

scholarly journals ANALISIS KEKUATAN PERJANJIAN NOMINEE SAHAM DALAM PERSEROAN TERBATAS PENANAMAN MODAL ASING (PT.PMA)

Acta Comitas ◽  
2016 ◽  
Author(s):  
Sigit Teteki Triwis
Keyword(s):  
Capital Market ◽  
Limited Liability ◽  
Company Law ◽  
Analytic Approach ◽  
Limited Liability Company ◽  
Legal Research ◽  
Foreign Investors ◽  
The Law ◽  
Primary Materials ◽  
The Capital Market

The use of nominee shares through nominee shares agreement has grown and developed well in the investing world, especially within the investors who establish PT. PMA. In short, the concept of nominee shares are done by both localand foreign investors. One of the causes of the nominee shares usageis because there is no rules in the Company Law that regulate, prohibit, and unequivocally ban the nominee shares by making the stock agreement. The law of prohibition to make nominee shares agreement or stock statement can only be found in the Capital Market Law, Article 33 paragraph (1) and paragraph (2). This research is a normative legal research that moves from the void norm within our laws. The approach used in this study is the legislation and analytic approach. The legal materials in this study are taken from the primary materials, secondary legal materials, and tertiary legal materials. The results of this study indicate the cause of the nominee shares usage by making nominee stock agreement, has already stated in the Company Law. However, it only explainsthe requirement that the PT has to be founded by two (2) or more persons, it does not give any detail requirements of how to be the shareholders. Other than to fill the Company Law, by filling the requirement of the PT establishment,the use of nominee agreement is due to the restriction of the line business for PT. PMA. The void of the norm has resulted in the violation within the limited liability company, in which one of the shareholders in PT. PMA is not the actual owner or nominee, but only the registered owner from certain number of shares. The law of prohibition of nominee shares in UUPM is considered inefficient because there is no strict regulations and prohibitions in the Company Law, thus, in practice, the use of nominee shares by making the nominee shares agreementgrows and develops through the simulation or indirect agreement, known as the arrangement agreement.

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