Limited Liability Company

Limited Liability Company: How it ends, What are the responsibilities left, What are the consequences for third parties.

by Zuhda Fitriana

Ending/ Dissolution:

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• ​Method of closing a limited liability company by removing its name from the official register registered with an agency/institution related to company.

• ​It means the business operation come to end and also with its legal existence.

by Zuhda Fitriana

Ending/ Dissolution:

• ​Reasons of dissolution:

  • ​Mutual consensus obtained through General Meeting of Shareholders (at least three-quarters);

  • ​The expiration of the term of incorporation;

  • ​Revocation of the business license;

  • ​Based on a court decision, because of any non-compliance with the law, including a legal defect of the deed of establishment and the inactive operations of a company than three years.

  • ​Based on verdict of Company Bankruptcy.

  • ​The business license revocation.

by Zuhda Fitriana

Processes:

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• ​Inportant steps: Liquidation

  • ​It is a process of clearing and settling the assets and liabilities of a company.

  • ​Done by the liquidator or receiver (if there is relation with the third parties such as Debt Service Payments, whether as the debtor ot the creditor).

  • ​Who are they? The BoD or Professional people or consultants expertizing in this field.

  • ​Legitimized by the court's appoinment or the GMS.

by Zuhda Fitriana

Processes:

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• ​Law No. 40 Year 2007 regarding the Limited Liability Company:

  • ​Announcement (Newspaper or State Gazette);

  • ​Registration of dissolution;

  • ​Company assets and settlement obligations registration;

  • ​Reporting of the final result of liquidation;

  • ​Reporting the ratified liquidation to the Ministry;

  • ​Recording the expiry of the legal status (done by the Ministry).

by Zuhda Fitriana

Processes:

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• ​Special Notes for Foreign LLC (Foreign-invested LLC):

  • ​Regulated in BKPM Regulation No.3/2012: It is mandatory to settle any obligations to BKPM regarding licenses.

  • ​The company can apply for the revocation to the BKPM, its principal license, and business license.

  • ​Documents required are: Final result of dissolution, records of the deed of establishment and its amendment, records of termination decree from the Ministry, records of taxation identification number, latest LKPM, and the Power of Attorney of appointed liquidator.

  • ​The revocation statement will be issued within 7 working days (counted from application.

by Zuhda Fitriana

by Zuhda Fitriana

Processes:

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• ​Time Framing: