ANALISIS YURIDIS KEPUTUSAN INVESTASI DIREKSI PT PERTAMINA (PERSERO) DALAM PERSPEKTIF BUSINESS JUDGMENT RULE PADA HUKUM PERSEROAN DI INDONESIA (Studi Putusan No. 15/Pid.Sus-TPK/2019/PN Jkt.Pst jo. 121 K/Pid.Sus/2020)

ABSTRACT

Name : Rahma Amalia
NIM : 202210110311485
Title : Juridical Analysis of the Investment Decision of the Board of Directors of PT Pertamina (Persero) from the Perspective of the Business Judgment Rule in Indonesian Company Law (A Study of Decision Number 15/Pid.Sus-TPK/2019/PN Jkt.Pst in conjunction with Decision Number 121 K/Pid.Sus/2020)
Adviser : Dr. Herwastoeti, S.H., M.Si
       Dwi Ratna Indri Hapsari, S.H., M.H

The nature of the board of directors' investment decision regarding PT Pertamina (Persero)'s acquisition of a participating interest in the Basker Manta Gummy (BMG) Block has sparked debate concerning the boundary between legitimate business risk and the legal liability of directors. This study aims to analyze the judicial reasoning in Judgment Number 15/Pid.Sus-TPK/2019/PN Jkt.Pst (in conjunction with Judgment Number 121 K/Pid.Sus/2020) and to examine the appropriateness of applying the Business Judgment Rule to distinguish between business risk and directors' legal liability. The study employs a normative legal research method, utilizing statutory, conceptual, and case-based approaches, with qualitative analysis. The findings reveal a disparity in reasoning between the court of first instance and the Supreme Court. At the first instance level, the assessment focused primarily on state financial losses and alleged procedural irregularities; conversely, the Supreme Court determined that the investment decision was a business decision made in the company's interest, devoid of conflicts of interest or personal gain. The cassation judgment further affirmed that the resulting losses were a consequence of business risks inherent in investment activities and, therefore, could not be attributed to the directors as personal criminal liability. Thus, the application of the Business Judgment Rule in Judgment Number 121 K/Pid.Sus/2020 reinforces legal protection for directors who act in good faith, with due care, and in the best interests of the company. Consequently, clear parameters defining the boundary between business risk and directors' legal liability are essential to ensure legal certainty and consistency in the application of the Business Judgment Rule within Indonesian judicial practice.