Tanggung Jawab Notaris terhadap Pembuatan Akta Berita Acara Rapat Umum Pemegang Saham (RUPS) Sesuai Pasal 90 Ayat (2) Undang-Undang Perseroan Terbatas

Abstract

The drawing up ofdeed ofminutes ofGeneral Meeting ofShareholders (hereinafter referred to as RUPS), is performed with the presence of a Notary in the RUPS, and the minutes of the meeting is made by a Notary who attend and witness, look at, and listen to what is discussed and decided in the meeting. The research investigates how about the electronic verification of the General Meeting of Shareholders pursuant to Article 90 paragraph (2) ofthe Law on Limited Liability Companies (hereinafter referred to as UU PT) and Article 16 paragraph (1) letter c ofthe Law on Notary Position (hereinafter referred to as UUJN); How about the validity of the deed ofminutes ofRUPS according to Article 90 paragraph. (2) of UU PT, and how about the responsibilities of the Notary for the deed of minutes ofRUPS that is made via electronic media in relation to Article 16 paragraph (1) letter c of UUJN. This normativejuridical research is descriptive and uses data sourcedfrom primary, secondary and tertiary legal materials. The data are collected through library research, and analyzed by employing qualitative method. The electronic verification ofR UPS is grounded on Article 90 paragraph (2) ofUU PT and Article 16 paragraph (1) letter c of UUJN. Finger print can be used to firmly identify the parties involved in the agreement. Finger print is also used in notarialpractices whenever the parties cannot put their signature in the authentic deeds. Article 16 paragraph (1) letter c of UUJN states that it is obligatory to putfinger print on a deed ofminutes and it is not merely a substitute to signature. As observedfrom legal certainty point ofview, finger print provides stronger legal certainty compared to signature as everyone has differentfinger print, thus if there is any dispute in the.future, nobody will be able to deny it. Asfor the validity ofthe Deed ofMinutes ofRUPS, it is considered validpursuant to Article 90 paragraph (2) ofUUPT The validity of authentic deed of electronic R UPS is stipulated in Article 77 paragraph (4) of UUPT, stating that "agreed and signed" means that it is agreed and signed physically or electronically. In ordinary or conventional R UPS, deed ofminutes ofR UPS is signed directly andphysically by person appearing before a Notary. The responsibilities ofthe Notaryfor the deed ofminutes ofelectronic R UPS held via Teleconference is related to Article 16 paragraph (1) letter c of UUJN, and the validity is limited to the veracity ofdate, time, and venue where the deed is drawn up and signed. Meanwhile, the veracity ofits contents such as the decisions in the electronic RUPS that is written in the deed is the responsibility ofthe Client as the party grantedpower by R UPS to record all decisions in the R UPS in a Deed, and ofthe parties who sign the deed.